Ultimate Spiderman: Dark Legacy
by Prosp88
Summary: Darkness falls across the galaxies; worlds burning, billions dying. But on one small planet, two young heroes plan to spend the rest of their lives together, which may not be long anyway ... since he has come, and all life will fight to survive.
1. Prologue

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment... apart from the story. **

**In short I don't own anything in this story.**

**This is just for fun.**

**Hi guys, it's great to be back, hope you all had fun over the holiday period. Ok just so you know; I'm a little busy right now with a few other projects and things, so this story probably won't get properly rolling until the start of February. But the idea for the prologue came to me so ... here we are. **

**Enjoy**

* * *

**Ultimate Spiderman: Dark Fates **

**Prologue**

**Turunal System **

_In the deep reaches of the cosmos, spread throughout the Greater Magellanic Cloud of the Turunal System, is the great and powerful Kree Empire. This Military-Technocratic Dictatorship consist of 30 billion sentient beings, most are alien species that have been enslaved and blindly serving their purpose in the name of their ruler; The Supreme Intelligence. _

_The Kree are an evolutionary stagnant race, meaning that biologically they have reached the end of their evolutional potential. To compensate for this they have devoted themselves to advancing their technological prowess, whether it is genetic engineering, psionic or cybernetic technology. The Kree military is also a power to behold; advanced warp-drive starships, robots and energy weapons. However this has brought them into conflict with other major powers in the galaxy; the Skull, the Shiar and even the Phalanx. _

_In the last few years the fighting between the Kree and Skull has died down to a "Cold War", but that could change ... ships from both sides had been mysteriously disappearing and entire colonies have grown silent. Due to this the Kree military has doubled the patrols of their borders, constantly on the alert for anything that might slip into their territory._

* * *

**Kree Scout Vessel – Bridge – Boarders of Kree Space **

**Kree Commander: **Anything on the sensors?

**Kree Ensign: **Nothing sir ... no Skrull activity, everything seems quiet.

**Kree Commander: **Stay alert; a few of our ships have disappeared here in the last few months.

**Kree Ensign: **Sir, we have a transmission coming in from _**Science Navy Command**_.

**Kree Commander: **Patch it through.

_A hologram appears at the centre of the bridge, right in front of the Commanders chair; a white skinned Kree in a Science Navy Captains uniform._

**Kree Commander: _Captain Mar-Vell_**, to what do I owe this pleasure?

**Captain Mar-Vell: _"_**_Commander, How goes your patrol?"_

**Kree Commander: **Quiet, why do you ask?

**Captain Mar-Vell:_ "_**_We suspect that whatever is causing the disappearance of our ships is using some kind of stealth technology we haven't encountered before. Reconfigure your ships sensors to scan for the frequency I'm transmitting to you."_

_The Commander ordered his crew to do so and continued their search._

**Kree Ensign: **Still nothing sir.

_The Commander turned back towards the hologram._

**Kree Commander: **It appears your little theory was little more than...

**Kree Ensign:** Sir, we have something!

**Kree Commander: **Where?

**Kree Ensign: **About a dozen clicks ahead of us ... sector 224

**Kree Commander: **That close? Open a visual.

_A large holo-screen appears at the front of the bridge; showing an area of empty space._

**Captain Mar-Vell: **_"They must have a cloaking device of sorts."_

**Kree Commander: **Charge weapons and fire a single shot at sector 224.

_The crew follow his orders to the letter and the Commander and Mar-Vell watch on the screen the single shot propelling through space. After only a few minutes the shot had hit something ... something enormous, and as a silhouette is revelled its cloaking device fell, exposing the enormous alien vessel passing by just in front of them. The sheer size of it was enough to make the jaws of the Commander and his crew drop._

**Kree Commander: **By the...

**Captain Mar-Vell: _"_**_That ship ... it's not of Skull, Shiar or Phanlanx origin. In fact ... I don't recognise the design of it."_

**Kree Ensign: **Sir! There's one more to the ... no two, four... Sir I have fifteen more on the scanners.

_They look out to see more Dreadnaughts de-cloaking on the screen. However the commander failed to notice the ship ahead of them had its turrets aiming at them._

**Kree Ensign:** _**SIR!** _I think they're arming their weapon!

**Kree Commander:_ SHIELDS UP!_**

**BOOM!**

_The entire bridge shock violently due to the sheer force of the blast; terminals overloaded crew members through across the bridge and alarms ringing that nearly deafened everyone on the ship. The Commander sat himself back in his chair and turned back to the nearby Ensign, who was fighting the keep conscious after being slammed onto his terminal. _

**Kree Commander: _STATUS REPORT!_**

**Kree Ensign: **(coughing) Shields at 12%, we can't take another hit like that ... weapons down ... life support at critical...

_He slammed his head against his terminal unconscious and the Commander turned back to the holo-screen to see the alien dreadnaught reading its weapons for a final attack. He presses a few buttons on his chairs console and then faced the hologram of Mar-Vell._

**Kree Commander: **I'm transmitting the visual data to you now Captain, take it to the Supreme Intelligence ... our people must be warned.

**Captain Mar-Vell: _"_**_Commander! **COMMANDER**!"_

**Kree Commander: **For the Empire...

* * *

**Science Navy Command – Hala – Kree Lar**

**Captain Mar-Vell: **Commander!_** COMMANDER**_!

**Kree Commander: **_"For the Empire..."_

_The next thing Mar-Vell saw was the screen bursting into static, the holo-link with the scout ship went dead and Mar-Vell sighed in remorse for what he just seen. He took a deep breath and turned to one of his assistants before heading out of the room._

**Captain Mar-Vell: **Send this data to High Command; I must speak to the Supreme Intelligence.

**Kree Assistant: **Captain ... what happened?

_He stopped just as he reached the doors and didn't even look back to face his assistant as he answered._

**Captain Mar-Vell: **The Kree Empire is at _**war**_.

* * *

**Alien Capital Ship – Bridge**

**Officer: **Sir, the vessel has been destroyed.

**Admiral: **Very good.

**Officer: **But we suspect that they may have passed on...

**Admiral: **That's irrelevant.

**Officer:** Sir?

**Admiral:** I have my orders from the Grand Admiral himself, we're to secure this sector and find a planet to use as a staging ground from the rest of the fleet.

**Officer: **I'll send scout ships to...

**Admiral:** No need I've already located a suitable planet located in the nearby Keystone Quadrant ... prepare to send a detachment of the feet and have our forces equipped for urban and barren environment.

**Officer: **Both? Admiral, what is this world?

**Admiral:** ... _**Half-World.**_

**A/N: Well there you go ... hope you enjoyed it and please let me know what you think.**

**Thanks **


	2. Big Plans

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment... apart from the story. **

**In short I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 1: Big Plans**

**Parker Residence – New York City, Queens – Evening **

**Aunt May: **Oh, I can't believe it, you two are getting married!

_Earlier that day, Peter and Ava decided to bring everyone round to Aunt May's house; Mary Jane, Kit, Sam, Luke, Dana and Danny to tell them their exiting news. After their announcement, everyone was ecstatic about it. The girls gathered around Ava to admire her engagement ring while the boys congratulated Peter; Luke giving him a fist bump and Kit busting his chops a bit._

**Luke: **That's my boy!

**Kit: **It took you long enough.

_Aunt May approached Peter and gave him a big hug._

**Aunt May:** If only your Uncle Ben was alive to see this day ... he'd be so proud of you.

**Peter: **I hope so; he'd of liked Ava I think.

**Aunt May: **Oh he would have loved her ... he'd have thought she was perfect for you.

**Peter: **What can I say ... Uncle Ben was right about everything.

_Meanwhile the girls were huddled around on one of the sofas; already getting into the details of the wedding over a newly opened bottle of wine._

**Dana: **You have to make it a spring wedding, it would be perfect.

**MJ: **Dana, its Avas wedding, shouldn't it be her decision?

**Ava: **No, it's alright. But there was something I wanted to ask you Dana?

**Dana: **Yes?

**Ava: **Would you ... would you consider being my**_ Maid of Honor_**?

_The young Native American was quiet for a while, so quiet that both Ava and MJ were a little concerned. Then suddenly Dana leapt over to give Ava a crushing hug that nearly knocked the two of them off the sofa and spilling their drinks._

**Dana: **OH! Thank you, thank you, **_thank you_**!

**MJ: **I think she means "yes".

**Ava: **Really, what gave you that idea?

**Dana: **I promise I won't let you down. Well we'd better get started; we have to get the flowers sorted and the caterer...

_Meanwhile Peter joined with the boys after he was done talking with his Aunt._

**Kit: **Well its official ... say goodbye to your independence now ... you're balls are officially in her purse.

**Peter: **It's nice to see how supportive you can be.

**Kit: **Well someone has to bust your chops with Sam away.

**Luke: **He'll be back ... he'd never miss a free buffet.

**Kit: **So Pete ... any thoughts of the best man?

**Peter: **Yes I have ... Kit?

**Kit: **Yes?

**Peter: **... it's not you.

_Both Luke and Danny burst into a fit of laughter as Kit scowled at the two of them._

**Peter: **Nothing personal ... it's just I already have my number one candidate in mind.

**Luke: **I'm sure you do.

**Peter: **It's not you either.

**Luke: **You what?

**Peter:** Or you Danny.

**Danny: **That's ... disappointing, so who have you chosen to stand by your side on your happiest day?

**Peter: **... _**MJ**_.

**Kit/Luke/Danny: **WHAT!

**MJ: **... huh?

_Everyone in the lounge went silent; Peter looked over to see the girls staring in his direction, with MJ giving him a puzzled look. He walks over to her, mentally going over the little speech he had prepared._

**Peter:** Look MJ, after what happened with Harry, you're the only person who qualifies for the position of my best man. Your one of my oldest friends and we've been through tough times together ... you were there for me when Uncle Ben died, You were there for Ava when I "died" and I can always counted on your advice and opinions.

_MJ smiled at him, touched by what Peter was saying to her._

**Peter: **So MJ, will you be my best ... _**women**_?

**MJ: **Not quiet the role I had in mind for your wedding but ... of course I will.

_She gave Peter an enthusiastic hug who returned it._

**Peter: **You're the best MJ.

**MJ:** I know.

_As they break their hug, Kit walked up to them and wrapped his arms around MJ's waist from behind; she spun round and gave Kit a quick kiss._

**Kit: **Best woman huh?

**MJ: **You disagree?

**Kit: **No, I always thought you were the best.

**MJ: **Damn straight you should.

**Kit: **So do you know the duties of a Best ma ... woman?

**MJ: **Of course; Look after the ring ... Make sure the grooms prepared ... Make a speech for the wedding.

**Peter: **See, I knew she was perfect for the job.

**MJ: **Oh! And I also have to organise your**_ bachelor party_.**

**Peter: **What?

**Kit: **What?

**MJ: **Its part of the job right? Don't worry Peter, it'll be fun.

_She patted Peter on the shoulder and went back to join the girls over at the sofa; leaving Peter and Kit to stare at each other with concern._

**Kit: **Dude ... what have you done?

**Peter: **Dude ... what have I done?

* * *

**Parker Manor – New York City – Night **

_A few hours ... and a few bottles of wine later, Peter and Ava left Aunt Mays house in Queens and headed home. A bit of a challenge since Peter had to web swing a tipsy Ava across the city and back to the manor. While all the time Ava was trying to kiss him and take off his shirt ... which nearly made Peter drop her a few times. When they got home, Peter managed to get his fiancée up to their room and got her ready for bed._

**Peter:** Babe it's nice to see you let your hair down, but...

**Ava: **But (Hick) nothing, now (Hick) take them off.

_She pushed Peter onto the bed and proceeded to crawl on top of him._

**Peter: **Ava ... you're drunk.

**Ava: **I'm not (Hick) drunk; I'm just (Hick)... Err?

**Peter:** Drunk?

**Ava:** Yes!

_She leaned down and started to make out with Peter for a few minutes but then suddenly stopped moving._

**Peter: **Ava ... Ava?

_Suddenly he started hearing a soft purring sound and realised that Ava had just fallen asleep._

_**Well ... this is embarrassing.**_

_He rolled Ava off him and tucked her into bed. For a few minutes he just sat on the side of the bed and watched Ava as she peacefully slept, before getting back up and walking over to his side of the bed._

_**Hey guys! Glad to see some of you back. Sorry I didn't get a chance to talk to you sooner, but as you can tell from earlier on in this chapter ... I've been pretty busy recently; what with Parker Industries, being Spiderman and ... what else? Oh yeah, getting ready to marry the beautiful women lying right next to me.**_

_**The League is doing well though; Luke and Mulan mainly operate back in Chicago ... mostly to stay under the radar from Fury and S.H.I.E.L.D ... not to mention every intelligence agency on the planet. Eduardo stays close to home in Mexico but occasionally comes back to the city and Sarah still works at Stark Industries as a test pilot. Dana retired as a full time hero but I still see her often since she and Ava are close. **_

_**Kit and MJ are still going strong ... to everyone's surprise. But you guys want to know what happened to my classic team aren't you? Well Both Luke and Danny run a new freelance agency called Heroes for Hire Inc, its gained a lot of attention and an expanded roster, but I hear that Danny is leaving to take up his responsibilities in Kun Lung soon ... so I don't know what's going to happen between him and Dana. **_

_**So that's basically everything ... wait, I feel like I'm forgetting something ... or someone ... huh?**_

_**OH YEAH!**_

* * *

**Xandar – Tranta Star System – Andromeda Galaxy**

_The ancient home world of the Nova Corp; Xandar is a world with a reputation of destruction and rebirth. The Nova Corp was originally a space militia and exploration group for the Xandarians, but in their long campaign to defend their world they have made many enemies, some more powerful than they could manage. _

_Zorr the conqueror and the space pirate Nebula have both nearly wiped out Xandar and the Nova Corp. But it wasn't until the Annihilation wave that the Nova and their home world were utterly destroyed and its citizens scattered across the stars. For many years the Xandarians struggled to survive and the light of the Nova Force was nearly extinguished ... leaving only a single spark._

_One Nova ... with the help of the Guardians of the Galaxy was able to retrieve the remains of the living super computer known as the Xandarian Worldmind, buried deep under the ruins of Xandar. When the pieces were gathered, Nova was able to use the power of the Nova Force at his command to reboot this computer. With the Worldmind fully restored, Nova was able to resurrect the Corp by cloning the fallen members of the past. With a newly restored Corp, Nova was able to reunite the Xandarian people and bring them home to Xandar. _

_After a few years of reconstruction, the metropolitan areas of Xandar have begun to thrive; its forests have started to re-grow and its population constantly increasing. The Nova Corp grew more powerful that they started to expand their forces to reclaim other areas of space thus slowly rebuilding the former Nova Empire and maintain peace, but under the guidance of their new Nova Prime. The same Nova who brought them back from the brink of extinction ... **Sam Alexander**._

**?: _Nova Prime_**!

_A female Rigellian Nova Centurion flew into the main command centre of the new Nova Headquarters and approached her leader as he coordinates the restoration effort with a few other Centurion ranked Novas._

**Nova Prime (Sam Alexander): **Err ... Pyo, we're right in the middle of something...

**Nova Pyo:** Forgive my intrusion but I've just received reports from Novas patrolling near the Skrull boarders; they've encountered alien hostiles and have engaged them in combat.

**Nova Prime:** What? Who's on patrol in that sector?

**Tas'Wzta:** Novas**_ Morrow_**,** _Zan Philo_ **and** _Samaya_**.

**Nova Prime: **Put me through to their communicators.

_One of the Centurion Novas operated a nearby console and activated a communication link to each Nova._

**Nova Prime: **This is Nova Prime; what is your status...

**Nova Morrow: **_"PRIME, WE'RE UNDER ATTACK!"_

**Nova Samaya:**_ "There's too many of them ... Their snub fighters are overwhelming us!_

**Nova Prime: **Get out of their now! That's an order...

**Nova Morrow:** _"WE JUST LOST ZAN!"_

**Nova Samaya: _"_**_Fall back, fall back ... MORROW NO!"_

**Nova Prime: **Samaya, are the Skrulls...?

**Nova Samaya:**_ "It's not them Prime, These hostiles ... they've invaded the Empires territory. I think they're moving to strike the Skrull Throneworld, Prime you have to warn them ... the hostiles fleet, its larger than anything ... the Skrulls won't stand a chance."_

**Nova Prime: **Hold on, I've got Novas heading your way...

**Nova Samaya: **_"NO! There's too many, it's too late for me ... my Prime ... it has been an honor ... AHHHHHH!"_

**Nova Prime: **Samaya? Samaya? SAMAYA!

_There was nothing but silence from the communication, the rest of the Novas stand in silence for a moment, waiting for Nova Primes orders._

**Nova Prime: **Assemble the entire Corp ... We're heading for _**Tarnax IV**_.

**A/N: So ... things are really starting to kick off now, hope you all enjoyed it.**

**Thanks **


	3. Battle of Tarnax IV

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment... apart from the story. **

**In short I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 2: Battle of Tarnax IV**

**Tarnax IV – Drox Star System – Andromeda Galaxy**

_Nearly 100,000 years ago the Skrull capital was relocated from Skrullos to Tarnax IV, and is now the new Throneworld of the Skrull Imperial Empire. Currently the Skrull Empire consists of 978 worlds and its 30 billion citizens are ruled over by the Empress Veranke, whom rules with an iron fist._

_The Skrulls themselves are a very unique race; thou physically they have pointed ears, corrugated chins and green skin. Most Skrulls are Shape-shifters, able to alter their form and colour at will. They have a fierce reputation as warriors and have been involved in conflicts with most of the galactic superpowers at one point or another; from the Kree to the Xandarians and even Earth._

_But right now their war-like culture is serving them well, because as The Nova Corp arrived to warn the Skrulls, their Throneworld was already under siege by an Alien force. The Skrulls outnumber them 10 to 1 and the Skrull battleships had already created a protective perimeter around Tarnax IV, using their shields to protect the surface of the planet while opening fire on the enemy fleet who are attempting to bombard the planet._

_As the Nova Corp approach the battle, Nova Prime looked in awe from the bridge of one of the Xandarian Starcruisers (Resolute Duty II) at the sight before him. Each side opening fire on each other, the colours of their turret fire lighting up the space between each fleet like it was the fourth of July._

* * *

**Xandarian Starcruser "Resolute Duty II" – Bridge**

**Nova Prime:** Dude, this is like ... totally epic!

_The Nova Centurions standing at his side just give him a very deadpan expression._

**Nova Prime:** Oh ... right ... sorry.

**Nova Taz'Wzta:** How shall we precede Prime?

**Nova Prime:** Open communications with the Skrull Flagship.

_After a few minutes of hailing, a large hologram appeared in front of Nova Prime and on it was the image of one of the Skrulls top commanders; **Zendrao**._

**Commander Zendrao:** Nova ... Prime, And I thought this solar cycle couldn't get any more _**irritating**_.

**Nova Prime:** Me? Irritating? And to think I came all this way to help you.

**Commander Zendrao:** I do not need the help of a child to defend my Throneworld.

**Nova Prime:** Three of my Novas were killed by these invaders and it looks to me that you need all the help you can get right now.

_There was a minute of silence on the bridge as the Commander tried to stare down Nova Prime. Suddenly the image of Commander Zendrao disappeared and was soon replaced with the image of a beautiful female Skrull (by Skrull standards) wearing a loosely fitted royal robe and a golden tiara._

**Nova Prime:** Empress _**Veranke**_ (Whispers to Taz'Wzta) dude, she's hot.

**Empress Veranke:** Nova Prime ... Finally we meet but a pity it isn't under more pleasant circumstances.

**Nova Prime:** How did this happen?

**Empress Veranke:** It started with patrols disappearing from their routes, and then communications from many of my outer colonies had grown silent. My advisers noticed this pattern was leading towards Tarnax IV, so I ordered my Generals to recall the fleet around the planet.

**Nova Prime:** Obviously it was just in the nick of time.

**Empress Veranke:** Indeed ... as you can see my Generals have everything under control. Though they may have numbers on their side, they don't seem to have the firepower to break through our defensive shields. Currently my forces are readying a counterattack that will break through their ranks...

_Suddenly they were interrupted by a nearby Nova Corpsmen._

**Nova Ko-Rel:** Nova Prime! The Alien fleet ... its ships have ceased firing.

_A large Holo-screen appeared behind the two leaders and they looked at the image of the massive Alien fleet attacking the Skrull Throneworld and watched as each ship stopped their barrage of laser fire._

**Empress Veranke**: Now's our chance...

**Nova Ko-Rel:** Nova Prime ... we ... we're receiving a hail from the _**Alien** _fleet.

**Nova Prime:** ... patch it through.

_Everybody on the bridge was holding their breath in anticipation as another holo-screen appeared above them. The screen was fuzzy at first as the connection was coming through, then it settled, revealing the headshot of a military official._

_This alien was mainly humanoid, but with purple skin and blank white eyes, with his black hair cut short in a militarised fashion. His uniform is clearly that of an officer; black with gold trimmings, shoulder pads and a badge of insignia places across the left side of his chest (presumably identifying his rank). While he is sitting on his command chair, there are two guards standing to attention on either side of him. Both wearing full blood red combat armour but their faces are exposed, revealing them to have dark red skin and fiery orange eyes._

**?:** Greetings ... It is an esteem pleasure to converse with the illustrious Nova Prime and the radiant Empress Veranke, I am truly humbled.

**Empress Veranke:** You ... you dare_** invade** _Skrull territory and attack my Throneworld!

**Nova Prime:** You killed three of my Novas ... just who the hell are _**you**_?

**?:** Of course; the rules of engagement does indeed warrant an introduction. I am ..._** Nemsis**_; Grand Admiral of the imperial navy and representative of the mighty _**Mongo Empire**_.

**Nova Prime:** ... _**Mongo**_?

_He looks over to Nova Taz'Wzta who just shrugs his shoulder in confusion._

**Grand Admiral Nemsis:** I do not expect you to know of us ... only to surrender to us.

**Empress Veranke:** Surrender ... to you? Your ships cannot even penetrate our shields, your fleet is out numbered, and you cannot hope to win.

**Grand Admiral Nemsis:** Hope ... is an illusion held highly by the desperate. I don't deal with illusion, only in cold hard facts and the fact is ... you have already _**lost**_.

**Nova Prime:** Err ... I think you might be confused; your facing the full might of both the Skrulls and the Nova Corps. Not to mention that you're completely outnumbered.

**Grand Admiral Nemsis:** ... We'll see.

_The transmission is terminated at that point, leaving the Empress and Nova Prime to reflect on the unnerving remarks from this Grand Admiral._

**Nova Prime:** Well ... that was _**ominous**_.

* * *

**Mongo Capital Ship "Ajax" – Bridge**

**Mongo Captain:** Grand Admiral, the enemy fleet has resumed firing.

**Grand Admiral Nemsis:** It appears they've rejected my most generous offer ... oh well.

_He presses a button on the console on the arm of his command chair and activates the inter ship com-link._

**Grand Admiral Nemsis:** Lieutenant, ready the_** Decimator** _for firing.

**Mongo Lieutenant:** _"Yes Sir."_

**Mongo Captain:** The Decimator sir? Was this your plan all the time?

**Grand Admiral Nemsis:** Of course Captain; in a desperate, rushed attempt to protect her Throneworld, the Empress foolishly recalled her entire fleet from across her territory to this one location. With our enemy all in one place, now is the perfect time to test our new weapon.

**Lieutenant:**_ "Sir, the Decimator is ready and we have a clear shot at the enemy fleet."_

**Grand Admiral Nemsis:** It is time we show these insects who the true power in this galaxy ... fire the Decimator.

**Mongo Lieutenant:** _"Aye, aye sir."_

_Further inside the Ajax in the Decimators control room, the engineers are rushing about to get to their stations, busy checking energy levels, rerouting power and calculating targeting algorithms. While outside, the Ajax altered its course so that the port side hull of the ship was facing the Skrull fleet. Attached to the hull was an enormous dish, suddenly it crackled with energy and started charging up._

* * *

**Skrull Battleship "The Unforgiver" – Bridge**

**Empress Veranke:** _"Prepare to launch our fighters for a counterattack"_

**Commander Zendrao:** Immediately your majesty, we will destroy these...

**Skrull Officer:** Commander! We've detected a large energy spike building up near the enemy fleet.

**Commander Zendrao:** What?

_The Ajax's Decimator has reached its maximum charge and fires off a large energy wave that travels across space and towards the Skrull fleet. As the Decimator wave reaches the Skrulls, it results in a massive explosion that engulfs most of the fleet._

* * *

**Resolute Duty II – Bridge**

_The light from the recent explosion nearly blinded everyone on the bridge._

**Nova Prime:** WHAT WAS THAT?

**Nova Taz'Wzta:** STATUS REPORT!

**Nova Ko-Rel:** Sir ... the ... the Skrull fleet ... it's ... it's _**gone**_!

**Nova Prime:** WHAT DO YOU MEAN GONE?

* * *

**Ajax – Bridge**

**Mongo Lieutenant:** _"Sir, Our sensors report that 85% of the Skrull fleet has been completely destroyed."_

**Grand Admiral Nemsis:** I would call that a success, wouldn't you Captain?

**Mongo Captain:** Indeed sir, what are your orders?

**Grand Admiral Nemsis:** Signal the rest of the fleet ... full assault on the _**Skrull Throneworld**_.

_The Grand Admiral gets out of his command chair and walks to the front of the bridge and gazes out of the huge observation windows and into the blackness off space. He grins as the rest of his fleet arrives out of subspace, the new arrivals increases the entire size of his fleet 1000 times over._

**Grand Admiral Nemsis:** Open a channel to the rest of the fleet.

_A nearby officer obeys and activates the console he's stationed at._

**Grand Admiral Nemsis:** Admirals, Captains ... we are an Empire at war to claim our rightful place in this universe. Our comrades fighting across the stars are already fighting this galaxy's filth and we must do our part. We must be strong, determined and more importantly ... willing to do what is necessary to claim victory ... in the name of our glorious _**Emperor**_.

* * *

**Resolute Duty II – Bridge**

**Nova Prime:** How ... like ... how ... I mean ... HOW?

**Nova Ko-Rel:** Most of the Skrull fleet has been utterly destroyed; their remnants seem to be launching what's left of their snub fighters to attack the Mongo fleet.

**Nova Taz'Wzta:** What are they thinking? They'll be slaughtered!

**Nova Prime:** Taz'Wzta...

**Nova Taz'Wzta:** Yes Nova Prime?

**Nova Prime:** Launch our Starblaster fighters, all Nova Centurions and position our fleet to support the Skrulls.

**Nova Taz'Wzta:** Sir...?

**Nova Prime:** DO IT!

* * *

_The Xandarian fleet moves closer into position to allow hundreds of their Starblaster fighters to be deployed in order to support the remaining Skrull forces. Hundreds of Centurions lead the charge of nearly a thousand snub fighters against the Mongovians, however they counterattacked with their own force of fighters: their alien design had broad wings spouting from the small cockpits, giving them a "bat-like" look about them._

_The three fleets battled each other in such a small space. Though the Mongovians had vast numbers on their side and had extremely powerful shields, the Nova Centurions had the power of the Nova Force at their command and were able to blast through their shields with some effort. Detachments of the Starblasters use their shields to protect the remaining Skrull Battleships, while the rest join with the Skrull fighters in the engagement._

* * *

**Resolute Duty II – Bridge**

**Nova Ko-Rel:** Nova Prime; our Centurions are holding off the enemy forces.

**Nova Prime:** Great work.

**Nova Ko-Rel:** Sir! I think the enemy are sending what look like dropships towards the planet.

**Nova Prime:** Have some of our Novas intercepted them.

**Nova Ko-Rel:** They can try but there's too many of them to stop.

**Nova Prime:** Just do it!

* * *

_A number of Centurions broke off from the defence effort to attack the incoming Dropships. They tried to destroy them, but there shields are proving to be sturdier than their snub fighters. However the Centurions determination proved strong enough to break through their defences as they blasted apart their engines. But the Mongovian numbers were too great and more Dropships just slipped by the Nova._

* * *

**The Unforgiver – Bridge**

**Commander Zendrao:** STATUS REPORT!

**Skrull Lieutenant:** Shields are down to 10%, enemy forces have broken through and are heading for the planet.

**Commander Zendrao:** Where are they heading for?

_The Lieutenant looked back at his console for a few seconds before answering._

**Skrull Lieutenant:** Their ... their heading straight for the **_Royal Palace_**!

* * *

**Tarnax IV – Royal Palace**

_The surface of Tarnax IV was in complete chaos; waves of Mongo fighters swooped down from the skies and started to scorch the major populated areas. The Skrull did have Anti-air defensives in place; however they seemed to be doing little effect against the invaders. The area surrounding the royal palace was taking the most damage and when the Mongo Dropships had landed onto the planet's surface, their hull doors opened and battalions of fully armed Mongovian soldiers in blood red armour charged out and engaged the Skrull army._

_Thankfully the Skrulls natural shape shifting ability proved to be a challenge for the Mongovians. Their unpredictable tactics are holding off the invaders; shifting into monsters and beasts that are overpowering and tearing apart the Mongovians. This goes on for a while until more Mongo reinforcements arrive, this time with large armoured ape like beasts with a single horn on their heads... **Orangopoids**. They charge at the Skrull defensives and were able to break through and allow the soldiers to advance closer to the Royal Palace._

* * *

**Royal Palace**

**Empress Veranke:** THIS CANNOT BE HAPPENING!

**Skrull Advisor:** Your Majesty, I highly recommend we evacuate you...

**Empress Veranke:** I WILL NOT RUN FROM THESE _**BARBARIANS**_!

_More dropships land and the invading forces increase in number, overrunning the Skrull army who fall back towards the Royal Palace. The remaining Skrull soldiers barricade the main entrance and ready themselves as the large doors are being busted open. At first they were terrified but then reassured as one of the mighty Super Skrulls; Paibok the Power Skrull, joins them in the effort to repeal the invaders._

**Paibok:** Skrulls! My Brothers ... This is the Royal Palace of our great Empress and we are her soldiers! So whatever comes through those doors ... We will stand our ground and _**fight**_ to the last Skrull!

_His men are rallied just in time for the doors to be broken open and five Orangopoids charge through towards them in a rage, accompanied by more Mongo soldiers. Paibok generated his electrostatic energy and stored it in his fist and punched one of the Orangopoids so hard that he knocked it back out the doors, the other four started to maul at the Skrull soldiers, knocking them to the ground and throwing them around the palace. The Mongo soldiers that came through with the Orangopoids seemed to be more specialised with melee combat due to their equipment and weapons; long energy pikes. They charge through the Skrull defenders and begin storming the Royal Palace, fighting every Skrull they find until every room and hallway is in chaos._

_Paibok continues to fight against the seemingly unending invaders, but for every one he kills more just show up to overwhelm him. It seems these Mongovians posses an insanely high tolerance to pain, no matter how much he injures them; they just keep getting back up and continues to fight ... broken limbs and all. Paibok had to result to using his electrostatic energy to blast the invaders into dust, but this process drains his power greatly and tires him out. By the time he finished with the last Mongovian nearby, he was about to fall over in exhaustions ... that was until he noticed six more Orangopoids bearing down on him._

**Paibok:** COME ON THEN!

_He used what little power he had left to knock back a few of the giant Ape-like beasts. One of the Orangopoids tried to rush Paibok from the side but he generated the last of his energy into projectiles and blinded the beast, causing it to crash into the nearby wall. Suddenly one of the beasts struck him from behind, knocking him across the room. As Paibok struggled to his feet, the beast that hit him lunged forward, roared and tried to smash its fists down in him. However the Super Skrull caught the beasts' fists and tried to push it back. Unfortunately he was too weak to do so and was unable to do anything about the other Orangopoids coming right for him. They tackle him to the ground and as he's lying on his back, Paibok gazes up at the sight of six giant apes bearing down on him ... the last thing he will ever see._

* * *

_Meanwhile in the throne room, Empress Veranke waits armed and ready, sitting on her throne. Suddenly the doors leading to the hallway burst open and the strongest of her Super Skrulls; **Kl'rt** and **Rl'nnd** enter and approached her._

**Kl'rt:** Your Highness we must get you out of here _**now!**_

**Rl'nnd:** The palace is overrun, what remains of our forces are protecting the hallway outside. You can escape from the...

**Empress Veranke:** I'm not leaving.

**Kl'rt:** Your Highness?

**Empress Veranke:** This is my command to you ... you are to escape and leave the planet.

**Rl'nnd:** No...

**Empress Veranke:** The Throneworld has fallen ... but the rest of the empire still stands. I'm sending you, my two most trusted followers to rally what remains of our forces to fight back against these Mongovians.

_The two Super Skrulls just continue to stare at their Empress as she gets up off her throne and walks past the two of them drawing her sword and stands to face the massive doors._

**Empress Veranke:** This is my_** final**_ command to you.

_The two Super Skrulls look to each other, nod then looked back to their Empress._

**Kl'rt:** As you wish.

**Rl'nnd:** Fight with honor.

_The two of them ran over to the throne and activated the hidden switch concealed in the armrest. The Super Skrulls were then teleported elsewhere, leaving the Empress alone in her deserted throne room. She waited patiently as over the next 30 minutes she could hear the battle raging on outside, blaster fire, explosions and the screams of her loyal Skrulls trying to fight off the invaders._

_Soon the screaming stop and the battle falls deathly silent and the next thing the Empress knew, the doors of her throne room burst open and dozens of Mongo soldiers enter and secure the room. A few of them approach the Empress and aim their weapons at her; however she didn't even flinch at this and just dropped her sword to the ground then watched as one of the soldiers activated his comlink._

**Mongo Soldier:** Sir, we have the Skrull Empress in our custody, ready to escort her to the _**Ajax**_.

**Empress Veranke:** Yes ... take me to your Grand Admiral.

* * *

**Resolute Duty II – Bridge**

**Nova Taz'Wzta:** Nova Prime, we've lost 60% of our Starblasters and whats left of our Centurions have failed to stop enemy ships from entering the planet's atmosphere.

**Nova Ko-Rel:** We have incoming, enemy forces are converging on our position.

**Nova Taz'Wzta:** Deploy our _**Denarians** _and _**Millennians**_, we might be able to...

**Nova Prime:** No.

_The two Centurions turn towards their leader in surprise._

**Nova Taz'Wzta:** But if we don't our forces will become over run.

**Nova Prime:** Order our forces ... to _**fall back**_.

**Nova Taz'Wzta:** Sir we can't just...

**Nova Prime:** I don't like it anymore than you do but without the Skrull fleet we can't win here, there's just too many of them. But we might be able to help the Empire elsewhere, so order our forces to fall back and regroup at the boarder of Xandarian space.

_The two Centurions continued to stare in disbelief at Nova Prime who just continues to look at the ongoing battle outside an observation window._

**Nova Prime:** Thats an _**order**_!

_They obeyed and began to relay his orders as Nova Prime continues to look out of the observation window and watched as his forces began to break away from the combat and saw the Skrull battleship The Unforgiver exploding under the ruthless onslaught of Mongo snub fighters._

**Nova Prime:** I'm sorry.

* * *

**Ajax – Bridge**

**Mongo Captain:** Sir, the Nova Corps are in full retreat and what remain of the Skrull forces have been destroyed. According to our ground forces the planet Tarnax IV has been completely subjugated ... they are offering no further resistance.

**Grand Admiral Nemsis:** And the Empress Veranke?

**Mongo Captain:** A shuttle is bringing her up as we speak.

**Grand Admiral Nemsis:** Excellent.

_Sometime later the Skrull Empresses shuttle arrived in the Ajax's docking bay and she was brought to the bridge, while escorted by a detachment of soldiers. As they arrived they brought her over to the Grand Admiral who was sitting at his command chair while drinking from a cup and saucer._

**Empress Veranke:** You think you've won? Once my people hear about what has happened this day, they will rally...

**Bang!**

_The Empress Veranke falls to the ground dead after being shot in the head by the Grand Admiral._

**Grand Admiral Nemsis:** I do _**hate**_ it when my victory drink is interrupted. You two ... clean up this mess.

_Two Mongo soldiers salute him and move to drag the lifeless body of the Skrull Empress off the bridge, while the Grand Admiral returns to his drink._

**Grand Admiral Nemsis:** Inform the Emperor that the Skrull leadership has fallen, their Empire will collapse in a matter of days and its people ready for "Processing".

**Mongo Captain:** Yes sir ... and what about the Nova Corp?

**Grand Admiral Nemsis:** Let them go for now, the Emperor has something special in mind for them. Oh and Captian ... retrieve that _**tiara**_ from that Skrull Empress. It will be a suitable addition to my**_ collection_**.

_The Mongo Captain salutes him and exits the bridge, leaving the Grand Admiral to enjoy his drink while watching his forces descend down towards the Skrull Throneworld below. Smiling to himself as he recalls the fate that usually awaits those who defy the mighty Mongo Empire ... and their Emperor._

* * *

**Meanwhile...**

_Ava and Peter are in a cake shop in New York City, looking at the many different varieties of wedding cakes available._

**Ava:** I like this one. What do you think Peter?

**Peter:** Uhh ... sure, ok.

**Ava:** Peter, at least try to take this seriously.

**Peter:** What? Cake is cake, do you really think Sam would care what flavour it is? Most of them taste the same anyway.

_She glares at him then calls over to one of the shop assistance._

**Ava:** What the most expensive one you have?

**Shop Assistant:** Well this one here would be...

**Ava:** I'll take it.

_**And let that be a lesson to us all guys; when you're planning your wedding, never voice your actual opinions.**_

* * *

**A/N: Oh, well ... that worlds F##ked ... My bad.**

**Thanks**


	4. Meet the Family

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment... apart from the story. **

**In short I don't own anything in this story.**

**Guest: Yes the Guardians of the Galaxy will be making an appearance ... fairly soon. Also Sam will be leading his own team so no worries there Guest and Latinoheat151.**

**TearDrop: Oh ... thanks for ... the ... cupcake. (Swallows) and just so you know I'm a guy.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 3: Meet the family**

**Parker Industries Jet – Day**

_It's a long fight from the states to Brazil; however it's not so bad when you have a private jet, as Peter was thinking. Packet with luxuries from leather seats, and miniature fridge freezer stacked with ... snickerdoodles?_

_**What? Ava likes snickerdoodles ... it's one of her few vices. But don't tell her that I told you that or she'll hurt me.**_

_Peter looks round to see Ava taking a snickerdoodle out of the freezer and coming back to sit on the coach beside him and places her feet across Peters knees._

**Peter: **Make yourself comfortable why don't you.

**Ava:** That's the plan ... it'll be another hour before we land. Oh and it'll be Angela who'll be waiting to pick us up.

_**Just so you know; Angela de Toro is Ava's cousin. See the reason the two of us are on our way to meet Angela and her brother Rey is ... well. They're her only remaining family and since her dad is ... well, no longer among us; I have to ask them for their blessing. I know what you're thinking, it's the 21****st**** century, who asks for anyone's blessing anymore? Well it's important to Ava and that's all what matters right? You should have seen the conversation I had with Kit on this subject...**_

* * *

**The Sanctum – New York City – a few days ago**

_Even though The League mostly went their separate ways after the events of the Singh War, Peter continued to update and improve the Leagues resources in case they were needed again. For one instance he added a new training room in the Shadows old Sanctum, containing the most advanced training equipment to date. _

_But in honour of the old fashioned methods of the original League, Peter went for the more traditional approach rather than what he had experienced at S.H.I.E.L.D. Currently Kit is helping Peter test out the new facilities ... with a sparring match. The two of them are suited up in training gear and have been sparring for a good 20 minutes so far._

**Kit: **How is it you haven't met her family?

**Peter: **It ... hasn't come up before?

_He managed to avoid Kit's fist as it narrowly missed his face, followed by a sequence of strikes thanks to his Spider-sense._

**Kit: **You really expect me to believe that you've been dating Ava for nearly 6 years and you haven't met her family once.

**Peter: **Hey I didn't even know she still had any family.

_Peter blocked one of Kit's attacks, and then grabbed hold of Kit's wrist and judo flipped him over his shoulder. But Kit's quick nimbleness allowed him to land on his feet instead of his back._

**Kit: **Huh?

_Kit turned round just in time to avoid a jump kick from Peter, who just turned back to perform a series of high kicks._

**Peter: **Ava ... Ava is a private person, always have been. All I ever knew of her family was that her mother died when she was very little and was raised by her dad ... the previous White Tiger, until he was killed.

_Kick grabbed hold of Peter's leg._

**Kit:** So who is it that you're going to meet in Brazil?

_He then swept Peters leg, causing him to land on his back and lastly putting him in a leg lock._

**Peter: **AH! Apparently they're Ava's cousins from her dad's side. After her dad was killed, Ava and her cousin Angela ... AH!, became as close as sisters until she moved to Brazil. They tried to ... Ouch!, stay in touch over the years but it wasn't easy. Dude! Ease up!

**Kit: **I still can't believe you only just found out about this ... _**shame**_ on you.

_He tightens his grip on Peter's leg._

**Peter: **Ouchy, Ouch, Ouch! Your one to talk, how long have you been dating MJ now? Have you even met her_** brothers**_ yet?

**Kit:** She has brothers?

_Taking advantage of Kits momentary distraction, Peter slipped his leg out of Kits hold, swept kick his legs, making him lose is balance and fall flat on the ground with Peter standing over him._

**Peter: **No, I just needed you to drop your guard.

**Kit:** You're an asshole.

* * *

**Rio de Janeiro –** **Brazil – Present Day **

_An hour later Peter's jet lands at Galeão International Airport, and as the couple ventured out onto the private runway, they see a car waiting from them a few yards away. As they walk closer to the car, the driver door opened and out stepped a tall Latino woman in her mid 30's wearing jeans and a tank top._

**Angela:** Ava!

**Ava:** Angela!

_She rushed forward towards her cousin and the two of them embraced each other in a tight embrace. Peter approached them (while carrying both his and Ava's luggage) as the two of them broke apart._

**Ava:** Peter, this is my cousin_** Angela de Toro**_.

**Peter:** Cool to meet you.

_Ava's cousin looked Peter up and down as if sizing him up then turned to Ava._

**Angela:** _Es un poco scrawnier de lo que sea._ (He's a bit scrawnier than you made him out to be)

**Ava:** _Oye, se amable._ (Hey, be nice)

**Angela:** I'm only teasing ... It's nice to finally meet you Peter, Avas told me told me a lot about you.

**Peter:** Only the good things right?

**Angela:** No ... everything.

**Ava:** Angela!

**Angela:** God, you're still so touchy. Come on guys ... let me show you Rio.

_For the next hour Angela drove Peter and Ava around Rio de Janeiro, showing them some of the sights of the city; The Maracana Stadium, Christ the Redeemeer and Botafogo's Cove before taking them back to her apartment in downtown Rio._

* * *

**Rio de Janeiro – Angela's Apartment – Afternoon **

_Ava and Peter are sitting in the lounge while Angela is in the kitchen getting drinks. For the moment they are just passing time until Avas other cousin Rey arrives._

**Peter: **So your cousin Rey, he's a private detective?

**Ava: **Yeah ... he retired from law enforcement early as few years ago. And after Angela left the F.B.I, she came down here to partner up with him.

**Peter: **Wow, your cousins are a private detective and a former F.B.I agent? Is all your family in law enforce...?

_He noticed the sad expression on his fiancé face. Realising what he just said and cupped her cheek with his hand._

**Peter: **I'm sorry Ava, I didn't...

**Ava: **Its ... it's alright. But your right, most of my family have been involved in upholding the law in some way.

_The two of them sat in awkward silence moment until Ava broke it._

**Ava: **He would have _**hated**_ you though.

**Peter: **Me! Why?

_Suddenly Angela comes back from the kitchen with drinks and sat down across from the couple._

**Angela: **Of course he would ... He'd have hated any boy who was sniffing around his little girl.

**Ava: **Angela!

**Angela:** Oh don't give me that you know it's true ... _**Soledad** _would have liked you though.

**Peter: **Soledad?

**Ava: **My Mom ... and she's right, mom would have liked you.

**Peter: **You think so?

_Ava leaned over and kissed him on the lips._

**Ava: **I know so.

**Angela:** What's not to like; a skinny white guy from Queens, talks too much and wears colourful tights late at night.

**Ava:** ANGELA!

**Peter: **What the ... wait, you _**told**_ her?

**Angela: **I was an investigator for the F.B.I and I know about the whole White Tiger lineage. It wasn't that difficult to work out.

_**Well this is awkward ... Maybe I should rethink the whole red and blue colour scheme.**_

_Suddenly they heard keys unlocking the front door and Avas other cousin Rey de Toro entered the apartment. He was a tall man in his late 30s, a thin moustache and short hair. He took of his trench coat and placed it on a coat hook before walking into the lounge and giving Ava a loving hug._

**Rey: **Ava, Sorry I couldn't be there to meet you earlier. The case I'm working own took up most of my time.

**Ava: **It's fine, great to see you again.

**Rey: **So ... this is _**him**_?

_Peter couldn't help but notice how stern Rey had said that and watched as the cousins broke their hug and Rey sat down beside his sister._

**Rey: **_Que opines?_ (What do you think?)

**Angela: **_Parece simpatico y se preocupa por nuestro primo._ (He seems nice and he cares about our cousin.)

**Rey:**_ Pero es suitable?_ (But is he suitable?)

**Angela: **_Si, pero es realmente importante?_ (Yes, but is that really important?)

_The two of them continued to talk to each other in Spanish, while all the time Peter was wishing he took up Eduardos offer to tutor him. He noticed that Ava was clutching onto his arm and she tightened her grip due to nerves. After a few more minutes, the cousins looked over to Peter who felt like he was about sentenced to death._

**Rey: **Peter was it?

**Peter: **Err ... yeah.

**Rey: **I think there's something you want to ask us?

**Peter: **Oh right ... yes, look ... I love your cousin, she's the most beautiful and intelligent woman I have ever met and I'm grateful that I was fortunate enough to meet her. She has made me a better person and I don't know where I would be now if it wasn't for her.

Although her father is regrettable no longer with us, it is clear to me that he did a great job bringing her up and you two were there for her when he died, supported her during a lonely time and for that I'm grateful.

So I'm here to ask you today for your _**blessing**_ to marry Ava. She is my world and I want to spend the rest of my with her telling me what to do.

_Ava had to hold back a chuckle at that point ... but she did let a smile slip out while her cousins sat in front of them, thinking over Peter's proposal._

**Rey: **I'd rather you didn't.

_Peter and Ava both felt like their hearts just stopped but suddenly Angela cut in before anyone else said anything._

**Angela: **But ... it's not up to us is it? Ava, do you _**want**_ to marry him?

**Ava: **Yes I do.

**Rey: **Well that's all we needed to hear. So ... yes, Peter you have our blessing.

_Peter let out the deep breath before embracing Ava in a hug._

**Peter: **Thank you both so much.

**Angela: **No problem.

_Rey stood up and clasp his hands._

**Rey:** Right, now that's all sorted out its time to celebrate. So get ready, it's time for_** Carnival**_.

* * *

_The Carnival of Brazil is an annual festival held between the Friday afternoon (51 days before Easter) and Ash Wednesday at noon, which marks the beginning of Lent, the forty-day period before Easter. Pageant groups paraded through city avenues performing on instruments and dancing. The Carnaval blocos, consisting of a group of people who dress in flamboyant costumes and special T-shirts with themes and/or logos, are parading down the streets while the locals celebrate. Peter, Ava and the de Torros are taking part in the festivities; dancing and drinking in the streets until the very early hours of the morning._

* * *

**Hotel Room – Early Morning**

_Staggering in at three in the morning, Peter and Ava were tiered after celebrating in the streets and managed to get into bed. Though tiered Ava was feeling a little frisky and started to make out with her future husband. After a few minutes, Peter hurried to take his shirt off along with Avas but just as they were about to continue ... he heard it again, a voice that has haunted him for the last five years._

**Hobgoblin:** Oh little Spidey, rest your head. Thanks to you I'm very dead. Try as you might, I won't go away. Even with Ava, while you play.

_He tried to ignore the voice and turned his attention to Ava, but it just wouldn't stop._

**Hobgoblin:** Look at you, pretending life is good. But aren't we forgetting what you did to get here? If you didn't leave me to die, you wouldn't be here now getting ready to pump your bitch.

_Peter tried even harder to ignore him, trying to reassure himself that it's all in his head._

**Hobgoblin:** You're happy now ... but remember Uncle Ben, Harry ... Jackie? Admit it; deep down you want all your loved ones to disappear. You have Ava now but soon you'll lose her too...

Peter: _**SHUT UP**_!

_He jumped off Ava, freaking her out at the same time and sat on the end of the bed, hands clasped over his head and muttering the words "Shut up" repeatedly. Ava slowly crawled up to Peter and hugged him from behind and whispered words of comfort to him until he calmed down._

**Peter:** Ava, are you sure you want to marry me?

**Ava:** I never want to hear you say that ... _**ever**_. It's the stupidest thing you have ever asked me and you already know the answer.

**Peter:** But...

**Ava:** Peter, You were put through ... unspeakable things during the war. I know because I was there, and I thought it would be the end of you. But it wasn't ... you pushed through every challenge you faced and came out on top. Only this time, you're going to have me to knock sense into you for the rest of your life.

_He turned to face her whom met his gaze with a warm smile, which he returned._

**Peter:** Thanks Ava and I meant what I said ... I don't know where I'd be without you.

_She kissed Peter and attempted to continue their "activities" before Peter stopped her._

**Peter:** You really want to carry on?

**Ava:** How about this, you lay back ... and I'll do _**all** _the work.

_Taken aback from her response, he didn't object as she pushed him onto his back and climbed on top of him ... or even remember to put on protection._

* * *

**Shi'ar Galaxy**

_The Shi'ar Empire is the most powerful and most expansive civilisation in the known universe. Humankind has been exposed to the existence of the Shi'ar Empire only very recently, and, as such, much of the empire's illustrious history is unknown to humanity. Only a select handful of people know the Empire even exists - although the fate of the universe has hinged upon the inner workings of the government many times._

_But this time the fate of the universe might hinge upon the effectiveness of their vast military; with their faster than light star ships, energy-based weapons, cloaking and Stargate technology, they hold the best chance against this Mongo Empire that the Shi'ar military have been receiving Intel about. Ever since this immense fleet had been sighted in Skrull and Kree territory, the Shi'ar have been preparing for an attack._

_The Shi'ar fleet had amassed in large numbers on the edges of their territory after receiving reports from their scout ships that the Mongovian forces are heading their way. While on the Shi'ar capital ship, its personnel are on high alert, waiting for their Admirals command._

* * *

**Shi'ar Capital Ship "Crimson Talon" – Bridge**

**Shi'ar Officer:** Admiral, the rest of the fleet has arrived and all ship Captains are reporting in.

**Shi'ar Admiral:** Excellent, I want all ships in formation and...

**Shi'ar Ensign:** Sir? Our scanners are showing Stargate technology active in the area.

**Shi'ar Admiral:** I thought the rest of the fleet have already arrived?

**Shi'ar Ensign:** It doesn't match any signature I recognise.

**Shi'ar Admiral:** Where is it emanating from?

_The Ensign works on his console for a minute then looks up in a panic at the Admiral._

**Shi'ar Ensign:** BEHIND OUR LINES!

**Shi'ar Admiral:** WHA...!

_The bridge shook violently as the capital ship was hit hard, nearly knocking everyone off their feet._

**Shi'ar Admiral:** Status Report!

**Shi'ar Officer:** The Mongos are behind us and are attacking our rear guard!

**Shi'ar Admiral:** Counter attack!

* * *

**Mongo Mother Ship "Emperors Reach" – Bridge**

_On the bridge of the colossal mother ship, a Mongovian Admiral is down on one knew and a addressing a large hologram of a strange figure covered in an extravagant cloak with his hood covering his entire face._

**Mongo Admiral:** The Shi'ar has been caught off guard, your majesty. Our victory will be swift.

**The Emperor:** Do not let your certainly blind you Admiral. The Shi'ar is a cunning and resourceful obstacle and will shortly recuperate. I trust you will not waste this surprising opportunity?

**Mongo Admiral:** I assure you I will not fail you.

**The Emperor:** Good, for if you do ... you know the price for failure.

* * *

**A/N: Well, things are starting to get interesting now; Comment and review.**

**Thanks**


	5. The Pantheon

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment... apart from the story. **

**In short I don't own anything in this story.**

**This is just for fun.**

**Ok, lets start things off by addressing an issue that most of you have you felt the need to bring up; Yes in ****B****razil they speak Portuguese and not Spanish, however the Ayalas and De Torros are ****Puerto Rican and of Spanish decent ... Thats why they're specking Spanish as appose to Portuguese. Avas cousins are NOT from Brazil, they just happen to live there. I hope thats cleared things up.**

**Oh and one more thing guys; make no mistake I do appreciate it when you guys point out mistakes and errors ... It helps me a great deal to improve ... I only ask however that before you make a comment about a mistake, could you please check to see if someone has already commented on the same mistake. If so please don't feel the need to repeat it ... once is enough :) **

**TearDrop: Yes Sam is Nova Prime and now wields 100% of the Nova Force and don't worry ... you see just how grown up he's become over the course of the story. Also no ... your reviews aren't weird, I love reading them. It takes a lot to scare me away.**

**fangirl7282: it might do, it might do ... You'll just have to wait and see.**

**OMAC001: I don't want to spoil the surprise just yet.**

**Enjoy**

* * *

**Chapter 4: The Pantheon**

**Shi'ar Galaxy – Emperors Reach **

_The Emperors Reach; the colossal mother ship of the entire Mongo fleet, it functions as both the command centre to coordinate the Invasion and a dreadnaught of immense power. However it also serves another purpose ... as the personal flagship of the Mongo Emperor. Up above on the highest level of the ship is the Emperors personal viewing platform; a large dome like structure that allows the Emperor a full view of the ongoing battle around him._

_Currently his forces are in the middle of a destructive battle with the Shi'ar military. Though the Mongovians took the Shi'ar by surprise, their victory was far from complete. As the Emperor foresaw, the Shi'ars resolve was impressive, they were able to rally their forces and fight back against the invaders. The Mongovian advance was slow, unlike the Skrull and Kree, the tacitics that the Shi'ar employed were far more sophisticated; faints, counter attacks, unlike the blunt approach taken by the Kree._

_The Emperor; dressed in a black and gold robe with its hood concealing his face, sits on a large throne in the centre of the dome structure and is not only looking out onto the battle around him; watching as his own dreadnought open fires on a number of Shi'ar cruisers. He also has a few holo-screens in front of him with images of his forces elsewhere in the universe; destroying planets, ransacking cities and engaging in skirmishes with the Kree, Skrulls and various other alien races. He merely sits comfortably on his throne and watches the images in front of him ... smiling under his hood._

**The Emperor: **So much chaos, destruction, mayhem and death ... perfect. This should be more than enough to gain **_their_** attention.

_He then activates the com-link built into his throne's arm rest, sighing in frustration at still needing to use these mortal contraptions._

**The Emperor:** Admiral, you must continue press the assault without me. Do not stop the attack until you reach the Shi'ar Throneworld.

**Mongo Admiral: **Yes your majesty ... but ... but what of you?

**The Emperor: **I have to visit some old _**friends**_.

* * *

**New York City – Earth – Evening **

**Reid: **This is going to be a disaster ... I just know it.

**Peter:** It ... might not be so bad.

**Reid:** Are you kidding? This won't play out well.

**Kit: **Shut up Reid.

_**You know what? While these two are busy, I'll get you guys caught up to speed. See ... as you know MJ is my best women and don't get me wrong, she's down an amazing job helping me organise everything; the suits, invitations, venues. It's just ... she also insisted that she organises my bachelor party and well ... let's just say something other than my Spidey sense is tingling right now.**_

_Peter returns to reality just in time to see Reid and Kit's "pissing" contest starting to heat up. Luckily Eduardo, Luke, Flash and Danny were there as well to keep the peace between them._

**Reid: **All I'm say is that a bachelor party planned by a girl will be disappointing night.

**Kit: **And all I'm saying that if you don't knock it off, Peter won't be the only stripped and chained to a lamp post tonight.

**Peter: **Are you two going to ... wait, what was that?

**Everyone:_ Nothing!_**

**Peter: **Seriously guys, don't...

**Flash: **This is the place guys.

_The party arrives at the address that MJ had given them, which turned out to be the address of a club in the east end of the city; "**The Black Cat**". They saw that the line to get in was massive, but following MJ's instructions the party approaches the doorman and introduced themselves as the "Parker" party._

* * *

_After the doorman checks his sheet, he lets the party in. The guys check out the club and find that its pack with patrons. The music was good and it had a lively atmosphere, however it was too crowded to do anything. Luckily Peter manages to hear a familiar voice calling to him from amounts the crowd._

**MJ: **Peter! Guys!

**Peter: **MJ!

**MJ: **This way!

_The group followed her through a door at the far end of the main floor that leads them up to the floor above. MJ leads the group down a corridor._

**MJ: **I've rented out the space above for your "party" for the evening.

**Luke: **I've never heard of this place ... how did you find it?

**MJ: **That's the thing, being the top reporter for the Daily Sentinel, I can find out anything.

**Eduardo: **Reporter for the Sentinel?

**Reid: **Thank you.

_She stops in front of door at the end of the corridor and turns to face the group._

**MJ: **Ok Pete listen up ... through this door is your last experience as a single man. After this, you belong to Ava.

**Kit:** I think that's already been established for a few years.

_He and a few others chuckle at Peter's expense; however MJ just gives him a mischievous smile._

**MJ: **Careful Kit, I've asked the staff to keep an eye on you. So you better behave or I'll know.

_Her boyfriend gulp and Peter nudged him in the chest as MJ started to walk away._

**MJ: **Enjoy guys.

**Peter:** You're not joining us?

**MJ: **Trust me Pete; it's not really my kind of scene ... later.

_She left, leaving Peters party at the door, all wondering what to expect._

**Peter: **Well ... here goes_** everything**_.

_He opens the door and everyone steps inside; the room was dark at first until suddenly the lights lit up revealing what was inside. There was a large round bar at the centre of the room, including a karaoke machine and a buffet table ... not to mentioned the numerous of female pole dancers, strippers and waitresses there too ... all wearing skin tight catwomen outfits._

**Reid: **Maybe this won't be so bad after all.

* * *

**Proemial Point**

_There a place in the universe, a place older and more mysterious than anywhere else in the cosmos, a place that has been lost to myth and legend by many of the younger races; **Proemial Point**. According to those who believe, Proemial Point was the very spot that the Big Bang occurred, the very place where the very first organisms; the** Proemial Gods** were created in the universe. It was also the site of a great battle; a civil war that resulted of the near extinction of the Proemials. _

_Overall Proemial Point is just vast empty pocket of space, with the exception of a small asteroid floating in the void. Carved into the asteroids surface is a circular courtyard surrounded by a collection of 7 large thrones, each on looked ancient, carved from the rock beneath it except for one, one of the thrones had fallen apart into pieces. The courtyard seemed like it has been abandoned for eons, not a shred of life could be seen. That was until a flash of light and a lone figure in a black hooded cloak suddenly appeared at the centre of the courtyard._

_The entity wielded a long staff which had a head piece that closely resembled a "spider" and taped it on the ground, causing number of floating blue coloured flames to appear around the courtyard ... illuminating it. Then suddenly there was another flash of light and the hooded figure turned to face the entity that was now standing there. This one is in the form of a baled man wearing a black and white short gown, which matches his skin. Exactly half his body is black and the other half is white. _

**Madam Webb: **In-Betweener, it has been far too long.

**In-Betweener:** Indeed too long ... I must say I wish it was under better circumstances.

**Madam Webb: **How do you mean?

**In-Betweener: **I asked you to come here on behalf of my masters; they've been ... concerned of recent activities of late.

**Madam Webb: **Concerned in what way?

**In-Betweener: **Your recent investigations; including a few visits to a certain planet Earth and interacting with its locals.

**Madam Webb: **I don't recall ever being answerable to your masters, nor for that matter _**yourself**_.

**In-Betweener: **It is not just them you have to answer too.

_He gestures towards the collection of thrones and Madam Webb suddenly noticed that two of them now had occupants. Sitting side by side are two entities unlike anything seen by lower mortals; one of them was in the form of a robed man, however he was barely visible as his entire body seemed to reflect the space around him. The other appeared as a woman in a yellow and black outfit with piercing red eyes. Madam Webb approached the beings and bowed to them in respect._

**Madam Webb: **Masters **_Eternity_** and **_Infinity_**, Avatars of time and space.

**Infinity:** Madam Webb.

**Eternity: **You seem surprised?

**Madam: **I was not aware that the In-Betweener had summoned you ... behind my back.

**?: **He didn't ... I had too.

_She looked towards the source of the voice and found another "old friend" now standing beside the In-Betweener. This entity appeared in the form of a man with short black hair, beard and bright white eyes. The silver armour her was wearing covered everything but his upper chest and head and gave Madam Webb a most souring glare that she herself returned._

**Madam Webb:_ Beyonder._**

**Beyonder: **You have been very busy my dear ... and _**everyone**_ would like to know why.

_Suddenly portals opened up in front two of the other thrones and rising up from the depths are two more entities who sat beside each other. One is a large bulking man with blue skin and covered in ragged purple hood and the other is a woman in a black dress and cloak that failed to cover her skeletal face._

**Beyonder: _Oblivion_** ... _**Death**_, Avatars of non-existence and decay.

_Once again there was a blinding flash of light and hovering on a throne each are two large floating glowing heads; one green and the other purple._

**In-Betweener: _Master Order_** ..._** Lord Chaos**_, Avatars of order and chaos.

_With all these cosmic beings gazing down at her, Madam Webb could feel the gravity of her situation. Not only must she explain herself to her own masters Eternity and Infinity but also Beyonders master; Death and Oblivion along with In-Betweeners masters; Lord Chaos and Master Order._

**Madam Webb: **I am indeed surprised to see that everyone...

_Before she could finish the ground beneath her started to shake and a huge figure had started to rise up from behind the asteroid until finally, towering over the lot of them was the Devourer of Worlds himself; **Galactus**, along with his herald **Firelord**._

**Galactus: **I AM HERE.

**Death: **(sigh) as dramatic as ever.

**Madam Webb: **Ah ... the Avatar of Equity

**Infinity: **Now my dear ... we need to _**talk**_.

* * *

_The **Pantheon** ... a council of the most powerful cosmic entities in the universe, They represent the three essential forces of the universe; **Equity** (Galactus), **Necessity** (Eternity, Infinity and Master Order) and **Vengeance** (Oblivion, Death and Lord Chaos) only ever meet in a single place at the same time to address matters of overwhelming imbalance in the universe._

**Master Order:** Tell us Madam Webb, did you honestly believe that your recent activities, involving yourself in the affairs of earthlings would go _**unnoticed** _by us?

**Madam Webb:** Of course not ... I ... I am merely doing what I know is to be right.

**Lord Chaos:** Is that the reason you have been visiting other such places ... Sanctuary ll, Hala, Halfworld?

**Madam Webb:** ...Yes.

**Infinity:** This recent conflict among the sentient beings of this vast cosmos has been on your mind a lot lately hasn't it?

**Madam:** Yes it has ... These Mongovians are ruthless and brutal, If they are allowed to continue billions more will surely die.

**Beyonder:** It is not our place to interfere with the affairs of mortals. You risk disturbing the universes peaceful balance.

_Madam Webb suddenly turned to face the Beyonder, determined to stand her ground._

**Madam Webb:** Have you seen what's been happening lately, does it look peaceful to you? An Extra-dimensional race has invaded this reality; they are destroying worlds and slaughtering billions. In fact entire clusters of galaxies have been _**annihilated**_.

**Eternity:** Always you must meddle, looking for an excuse to interact with...

**Death:** Let her speak.

**Madam Webb:** There is something else at work here, beyond these Mongovians. Something far more _**powerful**_ seems to be guiding them. You can remain blind to it but it won't ignore us. In my recent ... meddling, I have learned that beings of great power have been disappearing; Ego the Living Planet, Thanos even those of Dormammu and Mephisto have isolated themselves in their own dimensions. Those who have survived the wrath of the Mongovians have heard them speak of ... err...

**Obivion:** Go on, what do these creatures speak of?

**Madam Webb:** They speak of their _**God-Emperor**_. One who has powers unrivalled by anything in the cosmos and ripped opened the tear in reality that brought them here. One who has even killed the un-killable.

**Lord Chaos:** That is absurd...

**Death:** It is true; recently my beloved_** Deadpool** _has finally joined me in my realm.

**Oblivion:** And how has that worked out for you?

**Death:** Lovely until recently ... _**Thanos**_ showed up and let's just say this meeting was the perfect excuse to get away...

**Galactus:** AS LORD CHAOS WAS SAYING ... APART FROM THOSE PRESENT, NO ONE ELSE HAS SUCH POWER!

**Madam Webb:** Really! Can you think of no one else? Someone who can kill _**Titans** _and _**planets**_, or have you forgotten him so easily?

**Master Order:** Who?

_Madam Webb simply looked over to the only throne not occupied, the only one that was shattered into pieces and left to decay over millennia._

**Beyonder:** Madam Webb, he was defeated long ago. _**The Avatar of Inequity**_ has been vanquished and can never threaten the universe again.

**Madam Webb:** But...

**Beyonder:** This Mongo Emperor is no more than a mortal man, dabbling with powers beyond his understanding and proclaiming himself above others.

**Madam Webb:** I admit that I considered that as well, however while I was on Sanctuary ll...

_Beyonder then approached the Pantheon._

**Beyonder:** What proof is there that these Mongovians work on the behalf of the _**Fallen One**_ ...? None, so let us examine what we know; A few entities have either disappeared or are in hiding, and an Emperor that has proclaimed himself a god has lead an army against certain civilisations. This hardly seems like the work of...

_Swiftly, Madam Webb brushes past the Beyonder and heavily taps her staff onto the ground. In an instant a ripple of cosmic energy was released and formed an image for everyone to see. It showed the main throne room of Thanos on Sanctuary ll and then the image focused on a spot on the ground were Thanos' blood could still be seen and next to it, carved into the floor was the star-like symbol. There for the entire Pantheon to see._

**Infinity:** The Eye of ... it cannot be!

**Eternity:** But ... when the Avatar of Inequity fell, he was stripped of his power and banished from this reality and into a dimension so distraught ... that he could never rise to power again.

**Death:** This is not possible; _**The Living Tribunal**_ himself sealed away that dimension ... the seal cannot be broken open from his side...

_Suddenly the flames surrounding the courtyard were extinguished as if caused by a mysterious gust of wind. For a moment the cosmics all looked to one another, curious as to what just happened. Then from out of the darkness they all began to hear a menacing laugh, growing louder until it was abruptly silenced by a burst of energy erupting from the centre of the courtyard, The cosmic pantheon used their powers to shield themselves from the force of the blast but Madam Webb, Beyonder and In-Betweener were all knocked to the ground._

_As the cosmics regained some composer, they noticed that standing in the centre of the blast now stands a hooded figure. The robes he wears are long and flamboyant, black with gold trimmings and decorated with golden patterns along his torso. At the centre of his chest was a large was the very star symbol that Madam Webb had displayed before the Pantheon. The being slowly gazed at his surroundings from the Pantheon sitting before him to the cosmics on the ground looking up at him, then his attention was drawn to the lonely decrepit throne._

**The Emperor:** Nice of you to keep my seat.

**Madam Webb:** Y ... You!

_He quickly turned his attention to Madam Webb as she supports herself up with her staff._

**The Emperor:** My dear Madam, You looking well ... you've ..._** aged**_.

**Madam Webb:** A common result of the passage of time.

**The Emperor:** Common ... to some.

_He then turns his attention to the rest of the Pantheon._

**The Emperor:** Well this does bring me back. How long has it been since I last stood in your presence?

**Oblivion:** Too long:

**The Emperor**: **_10 BILLION YEARS!_** 10 billion years since my exile, since the day you betrayed me.

**Infinity:** You betrayed us Fallen One.

**Eternity:** Your ceaseless acts of destruction and corruption threatened to throw the cosmos out of balance.

**Master Order:** We had no choice but to act.

**Lord Chaos:** We had to preserve the creation forming around us.

**Death:** And that left no place for you.

**The Emperor:** And so you turned on me, and banished me ... for merely doing what I was meant to do.

**Galactus:** YOU WERE MEANT TO WORK WITH ME TO ENSURE THE BALANCE OF LIFE IN THIS UNIVERSE, NOT TO...

**The Emperor:** Now Galactus ... we've talked about using your_** indoor**_ voice before haven't we?

**Firelord:** How dare you address my master in that way!

_The Fiery herald of Galactus swooped down from his masters' shoulder and attempted the charge at the Emperor. However his target merely stepped to one side and grabbed hold of his cosmic staff with one hand as he passed by then swung him round until Firelord was forced to let go and was flung across the courtyard, crashing into a rock. The Emperor then held up Firelords staff and in one swift motion, snapped it like it was a simple twig and threw the pieces to the ground._

**The Emperor:** You can't get the_** staff**_ these days can you, (chuckles) staff. But ... it matters not, my retribution has already begun; soon your universe will fall, so shall the Empire of Mongo rise.

_He slowly raised his arms, creating a gust of cosmic energy to engulf him like a tornado. Then the radius of his power started to expand, forcing the entire Pantheon to use an exhausting amount of their power just to shield themselves from its force._

**The Emperor:** The time of this pathetic pantheon is over. The age of Mongo has_** begun**_!

_With all his strength, the In-Betweener managed to break through the cosmic energy and attempted to strike the enemy down. But the Emperor just knocked In-Betweener back with a swing from his back-hand, this was enough however to distract the Emperor momentary and dispel his area attack. Taking advantage of this, the entire cosmic Pantheon was able to escape into nothingness; with the exception of Galactus, Firelord, Madam Webb, Beyonder and In-Betweener who launched a counterattack._

_Both Beyonder and Firelord emitted bolts of cosmic energy at the Emperor, whom managed block their attacks with his hands and redirect the energy right back at them ... knocking them back. Madam Webb swung her staff around to conjure up cosmic "webs" and ensnared the Emperor with. But just as the webs went taught, the hooded entity disappeared from where he stood and reappeared right behind Madam Webb and blasted her across the courtyard with a force of cosmic energy from his hand._

_Galactus tried to smash the Emperor with his massive fists, but his foe managed to avoid his attempts with ease. Just as Firelord, In-Betweener and Beyonder was about to attack him simultaneously, The Emperor created shadow copies of himself wielding weapons and set them upon the cosmics. This kept them occupied long enough for the Emperor to quickly counter Galactus's next attack. The Destroyer of Worlds fired cosmic beams from his eyes directly at the Emperor who was quick enough to protect himself with an energy shield._

_For the next few minutes, Galactus poured on his attack, putting a dangerous amount of his power into it. Due to the sheer amount of power being used, the surface of the asteroid started to crack, any more ant it would be destroyed. Soon Galactus ended his attack which left him exhausted, he couldn't use too much of his power, less he threatens his own survival. However confident that he was successful, Galactus looked down expecting to see only the mere dust of his enemy. But to his surprise, the Emperor still stood on the same spot as before ... completely unharmed._

**The Emperor:** ... my turn.

_His hands crackled with cosmic energy and then he threw his arms above his head and unleashed was seemed like a storm of black **lightning**. It struck Galactus directly on his chest and he yelled out a roar of pain, but the Emperor kept on pressing his attack, not faltering for a single moment._

**The Emperor:** NOW YOU SEE ... I WIELD UNLIMITED POWER!

_His lightning attack was powerful enough to bring the Destroyer of Worlds to his knees. Galactus had slumped face down onto the asteroid, nearly crushing everyone on the surface. As the dust settled, the Emperor walked over to Galactus's head and noticed that he was just barely breathing._

**The Emperor:** And to think you actually considered yourself my _**equal**_.

_He heard a noise coming from behind him so he turned to see Firelord staggering up from the rocks he was under, seeming exhausted. The Emperor lazily raised his arm and pointed towards the cosmic; a shot of cosmic energy fired from his fingertips and pierced Firelords chest, leaving a large hole in its place. Firelord dropped to his knees and collapsed to the ground ... dead. The Emperor examined the surrounding area and found Beyonder lying face down on the ground in the dirt. However he noticed that Madam Webb was nowhere to be seen._

**The Emperor:** Oh my dear Madam Webb, where did you disappear too?

_He could sense that she was nowhere nearby and must have teleported away during the commotion with Galatus. Suddenly he could hear Beyonder regain consciousness and gasping for air. He strode up to him, leaned down and grabbed the Beyonder by his neck and raised him off the ground with one hand._

**The Emperor:** Madam Webb ... where did she go?

**Beyonder:** I'm ... not ... not telling ... you ... anything...

_In a rush of rage, the Emperor unleashed a shock of cosmic energy throughout Beyonders entire body, causing him to scream._

**The Emperor:** TELL ME! Or I'll remind you why you named me ... _**Merciless**_.

_He continued to shock his victim, he screams echoing throughout the Pantheon courtyard, now lying in rubble. A testament to the unmatchable power of this God-Emperor._

* * *

**New York City – Earth – Evening **

_Meanwhile back on Earth, Peters bachelor party was a complete success. Going on late into the night, it was an experience that he or any of his friends would forget. As the party ended, everyone made their way back to their own homes to sleep of the effect. Despite being pissed out of his mind, Peter managed to get himself back to the manor with the help of Kit ... which was a miracle in itself considering the amount he had to drink as well. The two of them staggered through the front door, with Kit holding Peter up and managed to eventually drop him down onto one of the couches in the parlor then dropped himself into the adjacent armchair._

**Peter:** Thanks man ... how much do I owe you?

**Kit:** Peter, I'm not the cabbie ... $20.

_Peter reached into his back pocket, pulled out a few notes and handed them to Kit, who pocketed it._

**Peter:** Ah ... sleep, why is it ... why is it ... why is it more comfortable to sleep on a couch when you're drunk?

**Kit:** I think it has something to do with not being able to feel anything when you've been drinking ... either that or you have a very comfy couch.

**Peter:** Yes ... comfy couch. It's funny because the last time I slept on it, it was sore on my neck and bum ... also Ava was mad at me for something.

**Kit:** Get use to it ... that's going to happen more in the future.

**Peter:** I know.

_The two drunks sat in silence for a while before Peter broke it._

**Peter:** I tell you what though ... MJ did alright with my party ... didn't she?

**Kit:** Yes she did ... it was awesome.

**Peter:** It was funny seeing Flash striking out with that waitress ... did you know he was my bully at school?

**Kit:** No I didn't know ... but yeah that was funny how she slapped him.

**Peter:** What happened to her?

**Kit:** She left with Eduardo ... with those other two cat strippers.

**Peter:** ... he's a charming drunk.

**Kit:** His always charming ... I think its second nature to him.

**Peter:** It was funny when ... Danny forget the words to "Never Surrender" during karaoke and sang the lyrics to the "My little Pony" instead.

**Kit:** Not as funny as Reid when he pulled that barwomen's top down ... shouting "Copestone Newcastle" ... whatever that's supposed to mean ... you think Mulan will be mad when she finds the stockings and suspenders that he went home with?

**Peter:** Nah ... too bad Luke punched Flash in the face ... that sort of thing is really bad for discipline ... shame Sam couldn't make it, he must be very busy right now ... whatever he's doing?

**Kit:** Speaking of other people's business; what did the girls do for the bachelor ... bachel ... their party?

_Peter attempts to think about that for a moment but his drunken filled subconscious was proving to be a challenge. Even Chibi Spidey appeared to him in a drunken stupor and held up a note that he'd written._

**Chibi Spider:** You know what? Right now I couldn't care less; I'm drunk off my ass.

**Peter:** Spa?

**Kit:** That's defiantly something they'd be doing.

* * *

**Meanwhile...**

_The bachelorette party is in full swing; the girls had rented out a bar and are currently some of them are attempting to drink shots out of the male stripper's belly button._

**Dana:** And that's ... 6!

**Ava:** That was amazing!

**Dana:** That's not the best bit.

**Ava:** What's the best bit?

**MJ/Sarah:** _**You're** _next.

* * *

_Back at Parker Manor, Both Peter and Kit are discussing the girls._

**Kit:** So who's at the party?

**Peter:** Let's see ... Mulan ... Dana ... Sarah ... MJ ... and that brown hair girl.

_Kit thinks on this for a moment._

**Kit:** ... Ava?

**Peter:** That's the name.

**Kit:** Right ... I'm heading home now ... night Peter.

_The instant he stood up and took his first step, Kit collapsed to the ground and gave into the embrace of sleep._

_**That was ... err ... some witty and comedic remark ... Thanks for sticking around to give me comp ... ZZZZZZZZZZZZZZZZZZZZZZZZZZZZZZZZ...**_

* * *

_**A/N: This chapter turned out longer than I expected ... oh well, more for you to enjoy. And sorry for the lateness of this chapter; had suffered from a server case of writers block and employment-isum (is that a word?) **_

_**Thanks**_


	6. The Big Day

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment... apart from the story. **

**In short I don't own anything in this story.**

**TheOnyxDragon12: I'll leave that to your imagination.**

**ccc: Err ... in a way ... I'll explain some other time.**

**I'm a Jesus Freak: We'll just have to wait when Ghost Rider shows wont we.**

**TearDrop: ... you really like Nova don't you? Not to worry, everyone will have their moment to shine in this story. **

**This is just for fun.**

**Enjoy**

* * *

**Chapter 5: The Big Day**

_In a large old cathedral, it appears Peter and Avas wedding is in full swing; the pews are full of guests, the organ is playing and the happy couple are standing at the altar. Peter wearing his full Spiderman outfit and Ava wearing the most revealing wedding dressed imaginable (mainly just a set of white lingerie) along with her White Tiger mask and are being married by Minister Stan Lee._

**Stan Lee: **We are all gathered here today to take snaps of Spiderman getting married to the smoking hot White Tiger. The Daily Sentinel will pay a fortune for them!

**Captain America: **That's the American way.

**Doc Ock: **That's Insane!

**New Goblin (Harry): **DIE!

_Suddenly Spiderman was approached by both his Aunt May and Uncle Ben._

**Uncle Ben: **Take a photo of us all together Stan.

**Aunt May: **Yes, we're so proud of our nephew, Peter.

**Spiderman: **I'm really glad you could make it Uncle Ben.

**Uncle Ben: **Hey, You didn't think a little thing like being dead would keep me away did you? Ha ha!

_The two of them embrace each other in a hug._

**Uncle Ben:** Oh there is one thing I nearly forgot to tell you.

**Spiderman: **Hmm?

**Uncle Ben: _WAKE UP_**!

* * *

**Parker Manor – New York City – Morning **

**MJ: **Peter ... Peter ... PETER, _**WAKE UP**_!

_She pours a cup of water over Peters head after finding him unconscious on the parlor couch, as the cold water splashed across his face Peter sprung out of bed and clung to the ceiling above. As he started to wake up, the mild twinge in his head had exploded into a massive migraine, causing Peter to grab hold of his head ... and fall back onto the ground with a loud crash._

_**Ow ... What just ... where am I? Wait it was a dream? Of course it was ... Ava wouldn't want to be married in a church.**_

_MJ casually walks over to her friend and leans down towards him._

**MJ:** Feeling better?

**Peter: **Please ... please ... Don't talk so loud ... or ... _**breathe**_ so loud for that matter.

**MJ: **It's called a hangover Pete!

_He cringed and clutched his head ... wincing as his best woman shouted down at him._

**Peter: **They should be made illegal ... think I'll just sleep this one off.

**MJ: **That would be great but don't you have somewhere to be today?

**Peter: **Hmmm?

_Tired, he slowly lowered his head back down to the floor and started to doze off again. MJ however kneeled down beside Peter and whispered very softly into his ear._

**MJ: **Your getting _**married**_ ... in 3 hours.

**Peter:** Ok ... good...

_She waited for a few minutes until Peter sat straight up, wide eyed and mouth opened._

**Peter: **OH FU...

* * *

**Andromeda Galaxy**

_Sam Alexander had always craved leadership and recognition; he'd admired his former team leader Starlord and dreamed of leading his own one day. So when he was recruited into the S.H.I.E.L.D training program, Nova was convinced that his previous training and experience would make him the perfect candidate for leading the new recruits ... that was until Web-head showed up._

_He remembered being frustrated at first; being ordered about by this nobody, constantly butting heads with him every chance he had. But over time he grew to trust the decisions of his leader and learned a great deal from him; thinking before acting, trusting his own abilities and how to decide on the best course of action. Then eventually he grew to regard Spidey as a friend ... especially since he welcomed Nova into his own home. Lately he found himself thinking about his old team leader more often now ... especially as he himself is now finally understanding the weight of responsibility that Spidey must had felt during their training days ... a weight that Nova feels now._

_Ever since the Mongo armada decimated the Skrull fleet and nearly drove them to the brink of extension, the Nova Corps have been in a state of constant conflict with the Mongovians with Nova Prime at the head of the resistance. But no matter how hard they fought or how many enemy ships they destroy, the Mongovians continued to spread across the entirety of the Andromeda Galaxy, massacring entire species as they went. Nova Prime had found a formidable enemy in the guise of Grand Admiral Nemsis, who seemed to have the ability to predict the Nova Corps every move and counter their every strategy. Whenever the Mongovians invaded a new system they would send a small scout ship first to gain Intel before signalling the main fleet. When it was clear that they couldn't stop their advance, Nova Prime ... along with his old friends The Guardians of the Galaxy, had started to organise mass planetary evacuations. However this was proceeding slowly and not as effective as he'd hoped._

_As the Corps numbers were stretched thin, he found himself single handily defending thousands of transport ships against Mongo forces as they evacuated the nearby planet of **Galador**. With the full power of the Nova force at his command, he was taking down hundreds of Mongo snub fighters and Dreadnoughts at a time. He couldn't be everywhere ... he had to watch as the few snub fighters that managed to slip past him, converge on evacuation transports and obliterate them. It seemed that no matter what decision he made, or how hard the Nova Corps fought, thousands of innocents were still dying and this made one thing clear ... the Nova can't do this alone. _

**Xandar – Tranta Star System – Andromeda Galaxy**

**Kl'rt:** ARE YOU OUT OF YOUR MIND?

_In the heart of the Nova Corps headquarters, Nova Prime has assembled a war council in the efforts of pushing back the invaders. This included members of the Nova Corps, Xandarian military, the Guardians of the Galaxy and the Skrull. The relationships between these two cultures have been ... fragile at best, but things might have taken a turn for the worst thanks to the announcement Nova Prime just made._

**Nova Taz'Wzta:** Mind how you address Nova Prime!

**Kl'rt:** An alliance with the _**Dire Wraiths**_? You cannot be serious! It's shameful enough that I'm forced to work with the Nova Corps but this is too far!

**Nova Prime:** We don't exactly have much of a choice.

_The Dire Wraiths were a deviant subspecies of the Skrulls that practiced arcane arts and resided on Wraithworld in the much feared Dark Nebula. The Skrulls considered the Wraiths an abomination and sought to eradicate them or whatever world they had infested. But when smaller sections of Mongo armada broke off and started to move into the Dark Nebula, the Dire Wraiths responded with an immediate counter attack and due to their utterly merciless traits, they were mostly successful in holding the invaders at bay ... for a time._

_So when the Nova Corps had allied themselves with the remnants of the Skrull military which were gathered and lead by the Super Skrull Kl'rt, Nova Prime decided to explore the possibility of an alliance with the Dire Wraiths ... a decision that was not poplar with the Skrull leadership._

**Nova Prime:** The Mongo armada is advancing too rapidly, we need the numbers to hold back their advance in order to successfully evacuate worlds. They're even willing to send ships to help evacuate the remaining Skrull occupied worlds...

**Kl'rt:** I'd rather that my species go extinct than accept help from them!

**Nova Prime:** Thinking like that ... _**YOU MIGHT JUST GET THAT WISH**_!

_The entire conference fell silent as the two leaders stare each other down._

**Nova Prime:** We are right in the middle of a war for survival and instead of talking about troop movements or ship deployments ... your whining about receiving help from the Dire Wraiths. If we don't set aside our petty differences then we all lose.

_Everyone just waited in anticipation for the Super Skrulls response._

**Kl'rt:** You've proved yourself a great warrior during the time I've known you. If it was not for you, the rest of my people would have been exterminated. If you hadn't done so ... I would have _**killed** _you where you stand for specking to me like that!

_The Super Skrull was face to face and bearing his teeth at Nova Prime who still stood his ground in front of the powerful warrior, while keeping to himself the thought that he might need a change of underwear._

**Kl'rt:** FINE! I'll send a detachment of soldiers to support the Dire Wraiths efforts.

_Inwardly Nova Prime let out a sigh of relief and returned to his "war council"._

**Nova Prime:** Thank you ... Nova Pyo, you have the reports of the recent evacuations?

**Nova Pyo:** Yes sir ... the evacuation efforts on Xanth and Whobia have been relatively successful and the transports are making their way towards Xandarian space ... however...

**Nova Prime:** What?

**Nova Pyo:** We lost 75% of the forces assigned to protect them.

_The young Prime slammed his fist on the conference table._

**Nova Prime:** 75% ... no ... ok then, Tas'Wzta ... any progress in estimating the Mongovians next targets?

**Nova Tas'Wzta: **As we know, sections the Mongo armada separated from the main fleet and expanded into other sectors; possible targets are the _**Badoon**_ home worlds of Moord and Lotiara, the _**Spartoi Empire**_, Titania and ...

**Nova Prime: **And what?

**Nova Tas'Wzta:** We haven't yet calculated the trajectory of one particular portion of the fleet ... though it seems to be heading for an isolated region.

**Nova Prime: **Show me on the star charts.

_The conference table lit up and a hologram detailing a sector of space appeared, after a few minutes of studying the maps, Nova Prime let out a gasp of horror._

**Nova Prime: **No ... no, please god no!

* * *

**Parker Manor – New York City – Morning **

_After numinous attempts to sober her friend up, MJ finally managed to get Peter back on his feet and prepare him for the busy day ahead ... unfortunately she also had to shape up Peters groomsmen._

**Reid: **Where's my tie?

**Kit: **Where are my shoes?

**Peter: **Where are my _**pants**_?

**MJ: **Here ... Here ... and here.

_She walks down the line of groomsmen, handing them their missing artier as she goes until she hands over to Peter a pair of folded trousers._

**MJ:** Honestly Peter, I hope you're not like this with Ava ... and will you lot takes those glasses off!

_All of Peter's groomsmen are wearing dark sunglasses to cope with the hangovers that every one of them were having. When the time came to meet at the manor and get ready, most of them staggered through the door. Reid had to be assisted by his fiancé Mulan in order to get him through the front door and force a mug of coffee down his throat before leaving to meet up with Ava and the bridesmaids at Aunt May's house._

**Luke: **Awe man ... my head...

**Danny:** I know I've said this before but ... No enlightenment can be found in such misery.

**MJ: **You lot are just a bunch of light weights.

**Kit: **How ... how are you not effected by your night?

**MJ: **Glass of water before bed ... try it some time.

**Reid:** What ... What the hell is_** this**_?

_He reaches into his jacket and pulls out a pink coloured bra._

**Reid: **Where did this come from?

**Eduardo: **Oh ... I recognise those.

_He casually took them off of Reid and put them to one side, meanwhile Peter is still struggling to get his pants on._

**MJ:** Come on Pete, hurry up.

**Peter: **Alright, alright ... do you have the rings?

**MJ:** Yes.

**Peter:** Are the cars here?

**MJ: **Here in five minutes.

**Peter: **Honeymoon...?

**MJ: **Bags already packed.

**Peter:** Great.

**MJ:** Err ... Peter; are you expecting trouble on your Honeymoon?

**Peter: **No ... why do you ask?

**MJ: **Only I noticed that you're taking your _**Noir** _suit with you so...?

_Peter hesitated at first after seeing that everyone was looking at him._

**Peter: **Err ... no ... you see ... Ava...

**MJ: **Got it.

**Peter: **Whoa, I didn't tell you anything. How can you just get it?

**MJ: **Peter there's something you should know, it's a small thing but it might serve you well.

_She walked up to Peter (who managed to get his pants on) fixed his bow tie and straightened his jacket._

**MJ:** Girls_** talk**_ ... alright boys let's get moving.

_She turns round and shoos the chuckling groomsmen out into the corridors and to the cars waiting for them outside, leaving Peter alone for a moment in a state of shock._

**_Oh man ... I bet you Ava doesn't have to put up with this._**

* * *

**Aunt Mays House – Queens – New York City **

_While in her brand new wedding dress, Ava burst into the upstairs bathroom, collapsed to her knees and hurled into the toilet. A few minutes later; Dana, Sarah, Angela and Mulan poked their heads round the door and watched as Ava was violently sick._

**Dana: **Ava? Are you ok?

**Sarah:** Does she look ok?

**Ava: **Oh ... God...

_She continues to be sick in the toilet as Mulan bravely steps inside to comfort her._

**Mulan: **... This is what happens when you make Peter wear his Noir suit.

**Ava: _NOWS NOT THE TIME! _**(ULP!)

* * *

**Xandar – Tranta Star System – Andromeda Galaxy**

**Nova Prime: **Prepare the rest of the fleet, we're moving out.

**Nova Taz'Wzta:** Sir...

**Nova Prime:** Gather all Centurions and...

**Nova Taz'Wzta**: MY PRIME!

_The young Prime stopped and turned to face his right hand Centurion ... along with the rest of his war council._

**Nova Prime:** Am I talking to myself? I said...

**Nova Taz'Wzta:** I'm aware for what you said my Prime, but ... you cannot be serious?

**Nova Prime:** I'm very serious!

**Nova Pyo:** You want to recall the fleet from the front lines? That's crazy!

**Nova Prime:** I don't care I'm not going to let them die!

**Rocket:** So you intend to abandon the Andromeda front, in order to protect some _**backwater**_ world?

**Nova Prime: **It's my home ... I can't.

**Starlord:** Think Sam, think of everything you have built. If you take away what little resources we have left, Xandar will fall ... and everyone and everything you have saved will have been for nothing.

_Nova Prime looked round at all the war council members, each one giving him a very sombre look. Suddenly he found himself in a near impossible situation, on the one hand Xandar and on the other hand ... Earth. He thinks back to his days on earth; the things he's done and the friends he's made. Once again he thinks back to Peter, wondering what he'd do if he was here. But he knew Peter long enough to know what the right answer is._

**Nova Prime:** Your right ... your right, the Mongo threat is too great to risk leaving Xandar vulnerable. I won't recall the fleet.

**Nova Taz'Wzta:** I know it's hard but it's the right thing to do...

**Nova Prime:** But I won't abandon the people of Earth, they need to be warned ... so I'll be _**leaving**_.

**Nova Pyo:** What!

**Nova Adora:** No!

**Nova Taz'Wzta:** My Prime!

**Groot:** I am Groot!

**Nova Prime:** Nova Taz'Wzta, I'm placing you in temporary command.

**Gamora:** You can't go alone!

**Nova Prime:** I won't be, I'm going to hand pick a few volunteers and then convene with the Worldmind ... it time to re-establish the _**Supernovas**_.

* * *

**New York City – City Hall – Midday**

_Never before has there been a turn out for a wedding like this on the steps of City Hall, not even for celebrities. It wasn't large in number but the guests who have attended have turned it into a mass Medias dream. Everyone from the **Avengers**, the **Agents of S.M.A.S.H**, **New Warriors**, **Fantastic Four** and even the **Howling Commandos** have all suited up and gathered in front of the steps of City Hall for the wedding ceremony of Peter Parker and Ava Ayala._

_S.H.I.E.L.D personal have prepared sufficient security In order to keep the media away (With the exception of the Daily Sentinel) the guests have been split into two groups on opposite sides, separated by a long red carpet leading up to the steps along with S.H.I.E.L.D agents providing a "guard of honor" like duty._

_On the steps above is Judge Spencer Watson (MJs Uncle) who will be presiding over the ceremony at the centre; on the right are the Bridesmaids Mulan, Sarah and Angela along with the Maid of Honor Dana, all wearing elegant sky blue dresses. While on the left are the Groomsman Reid, Kit, Luke, Danny and Eduardo along with the Bestwoman Mary Jane, all wearing dark suits (Even MJ) and finally standing in front of the Judge his the man of the hour himself ... Peter Parker, wearing a smartly dressed wedding suit._

**Peter:** ... she's not going to turn up.

**MJ:** Shut up Pete.

_Peter looked round over his shoulder to see the guests behind him. He could see everyone still waiting in anticipation for the Bride, even some of the guests seemed to be growing agitated; Red-Hulk and Skarr were both chastised by an annoyed She-Hulk for whining about getting to the buffet already. Werewolf by Night had started scratching himself, getting hair all over an upset looking Dagger. Wolverine (still in his regular costume) was looking very bored and Falcon was trying to defuse a potentially destructive argument between Hulk and Thor. Peter was starting to get very worried now, that was until he looked to the front row to see his Aunt May, sitting beside Agent Coulson, smiling warmly at him. He smiled back at her, just has he heard the rustling sound of jet engines and saw an S.H.I.E.L.D Jet hover down and land behind the guests. He heard the wedding band nearby had started to play the wedding march just as the jets ramp had lowered._

**_What ... You expected a limo? Please, anyone can get a limo for their wedding ... mines going to be more memorable than that. Err ... why are you guys looking at me like that? Stop it ... your making me more nervous than I need to be right now._**

_The jets ramp had lowered to the ground and out stepped a surprisingly well dressed Nick Fury, who was accompanying the most beautiful sight Peter had ever seen. His fiancée ... Ava Ayala, wearing the most elegant wedding dressed he had ever seen (though admittedly he hadn't seen many) her veil was covering her face and she was carrying a bouquet of flowers in one arm and with the other she was being lead by Fury down the "aisle" towards him. As they reached the "alter", Fury let go of Ava and gave Peter an encouraging handshake before returning to his seat. All fell silent as the Judge began the ceremony._

**Judge Watson: **Dearly beloved, we are gathered here today to witness...

**Peter:** I'm so glad you're here.

**Ava:** Did you think I wasn't going to turn up?

**Peter:** Thought never crossed my mind.

_He then noticed that Ava had raised one eyebrow up ... her trademark interrogation look._

**Peter:** Once ... Ok twice.

**Ava:** You can still back out if you want.

**Peter:** Not even if today was the _**end**_ of the world.

_**WHAT?**_

* * *

**The Peak – Earth's Orbit**

_**S.W.O.R.D.** (Sentient World Observation and Response Department) is a counter terrorism and intelligence agency which deals with extraterrestrial threats to world security. S.W.O.R.D. is a subdivision of the better known S.H.I.E.L.D. and was established about a year after the Singh War. The head of S.W.O.R.D is Special Agent **Abigail Brand** and its primary command-and-control HQ is aboard the orbital space station known as **the Peak**. __Most of S.W.O.R.D. personnel are made out of transferred S.H.I.E.L.D. agents, scientists, military recruits and unique individuals that were headhunted due to their special skills and experiences ... and some are just..._

**Joe:** You've got tae be kiddn me!

**S.W.O.R.D. Agent:** (Groans) What now ... _**Scotty**_?

**Joe:** Knock it aff wi the nick name will ye?

**S.W.O.R.D. Agent:** You're the only angry, unintelligible Scotsman working in space right now so ... no.

**Joe:** Aw Christ almighty...

**S.W.O.R.D. Agent:** I mean how did you even get this position?

**Joe:** Just because I was fightin bloody Doom-Bots and such in Manhattan during the Doominion occupation, doesn't mean I wanted to pursue a carrier in the bloody atmosphere! But naw ... somebody had to recommend me to Commander Brand and have 4 secret bloody squirrels show up at my door.

**S.W.O.R.D. Agent:** ... What? Were you stationed in Manhattan?

**Joe:** Naw ... I was on ma holiday.

**S.W.O.R.D. Agent:** Err ... so what were you having trouble with?

**Joe:** It's this bloody display, canny make neither heads nor tails of it. If I'm reading this right, I think there's something out there.

**S.W.O.R.D. Agent:** Careful ... last time you thought it was an alien invasion fleet of the starboard bow.

**Joe:** How was I supposed tae know that it was one of ma old sneezes that had congealed on the screen?

_The S.W.O.R.D. Agent shivered at the mental image her colleague had established, but her attention was soon drawn to her own display console._

**S.W.O.R.D. Agent:** Wait ... I've got something on my display too.

_She presses a few buttons on her console and a holo-screen appeared in front of her that displayed the image of a woman with green hair and wearing a black and green jumpsuit, including dark sunglasses._

**Commander Brand:** What is it agent?

**S.W.O.R.D. Agent:** The Peaks long range scanners are picking up something Commander ... it might be a single vessel.

**Commander Brand:** You mean a _**scout**_ ship?

**Joe:** It might be but it's difficult tae say.

**Commander Brand:** Keep me updated. Meanwhile I'm raising the stations status to Yellow alert.

**S.W.O.R.D. Agent:** Yes Commander ... Over and out.

**Joe:** Aw Shite ... Its goin tae be one of_** those**_ days ain't it?

* * *

**A/N: Well, Looks like Novas going to make it to the wedding after all ... or will he? Find out in the next chapter, comment and review.**

**Oh and I have a surprise for you all ... check this out: pages/Spider-man-and-the-LXG/1605011806398962?ref=bookmarks **

**Thanks**


	7. The First Wave

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment... apart from the story. **

**In short I don't own anything in this story.**

**About the Link; the page is on Facebook and its "Spider-man and the LXG"**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 6: The First Wave**

**New York City – City Hall – Midday**

**Judge Watson:** We shall proceed to the exchanging of the vows; I believe the couple has prepared their own?

_Ava turns to her Maid of Honor Dana, whom hands her a small card before she returns to face her future husband._

**Ava: **Peter, for so long I've wondered if I'd ever find my prince ... my hero. When we first meet we didn't exactly hit it off ... I was convinced you were a smug, egotistical, undisciplined idiot. But then 6 years ago, after you disappeared, I had realised how much you influenced my life. And when you came back I realised that you are everything that I've been looking for my whole life. And now here we are with our future just ahead of us, and I only want to spend it with you my prince ... my hero ... my friend.

_Peter could only smile as he watched Ava tearing up as she read her vows to him. Even some of the hero guests (mainly the female ones) were touched by her words._

**Tandy (Dagger): **Awww.

**Doreen: (Squirrel Girl): **Peter's so lucky.

**She-Hulk: **So beautiful.

**Johnny (Human Torch): **Meh ... Ouch!

_Susan Storm grabbed hold of her brother's ear and pulled hard, causing him to wince in pain and receive a few laughs from some of the other guests._

* * *

**The Peak – Commander and Control - Earth's Orbit**

**Commander Brand:** Any further updates regarding this scout vessel?

**Agent Anthon:** No ma'am, we've tried hailing it but no response yet.

**Commander Brand:** Could it be the Kree or the Shi'ar?

**Sydren:** The design doesn't register anything from our data archive.

_Frustrated, the Commander approached a console and attempted to hail the ship._

**Commander Brand:** Attention unidentified craft ... this is Commander Abigail Brand of S.W.O.R.D. and you have trespassed in Earth space. Now identified yourself.

_Once again the communication was met with silence._

**Commander Brand:** Ok I've had enough! I'm not going to let these guys just sit across our "street" with a camera. I want a squadron of fighters to investigate our admirer and _**escort**_ them out of Earths territory.

**Agent Anthon:** Yes ma'am.

_A few minutes later, a squadron of S.W.O.R.D. snub fighters (The Comets) launched from one of The Peaks hanger bays and made their way to intercept the alien scout vessel. Meanwhile the Commander waits patiently in the command centre for them to report back._

**Comet Leader:** _"Peak command ... this is Comet Leader, we're approaching the alien vessel."_

**Commander Brand:** Very good, any signs of hostilities and...

**Sydren:** Commander! We have a problem ... theses more of them out there!

**S.W.O.R.D. Agent:** There's nothing else on our long range scanners.

**Commander Brand:** Are you sure Sydren?

**Sydren:** I'm positive, I can sense them ... their ... Commander! Get Comet squadron out of their now!

**Comet Leader:** _"Peak! We're under attack, lost Comet 2 and 4 ... AHHHHH!"_

_All of a sudden their communications were met with static and there was no response from the Comets. In a panic, Commander Brand ordered the last transmission of Comet Leader to be displayed on a holo-screen. At first the image showed just the alien scout ship getting closer ... until a barrage of laser fire came out of nowhere and destroyed the Squadron._

**Commander Brand:** Sydren!

**Sydren:** Their getting closer!

**Commander Brand:** Perimeter sensors _**NOW**_!

_A few more holo-screens appeared that showed the edge of Earth space, but now they are filling up with Mongo dreadnaughts de-cloaking out of stealth and heading right towards them._

**Commander Brand:** _**BATTLE STATIONS**_!

* * *

**New York City – City Hall – Midday**

**Judge Watson:** Peter, I believe it's your turn my boy.

_Before Peter could turn round, MJ had already stepped forward and handed him his note card. Taking the card, Peter turns back to face his future wife._

**Peter: **Ava, for the longest time I was convinced that this day would never come. You couldn't have met the geekiest, nerdiest guy in New York; most girls wouldn't look twice at a guy like me. But you were never like most girls; you saw something in me that only a select few have ever had. I still can't believe it took me as long as I did to realise that you are the one I'm meant to spend the rest of my life with, and whatever surprises that come our way I need you to know that it'll be ok because I will always love you.

_Ava couldn't believe what she had just listened to, never has she ever heard Peter speak so elegantly and from the heart. She was use to hearing his famous speeches before, but that was the hero Spiderman talking, this time it was Peter Parker and any doubts she may have had about how he felt about her were now nonexistent._

**Flash: **Dude...

**Reid:** Never thought of Peter as a poet.

**Kit: **I know (whispers) MJ _**helped**_ him.

**Judge Watson:** You did well Peter ... now, do you have the rings?

_Peter turned to face MJ who handed him the rings while giving him a warm smile. After thanking her by placing his hand on her shoulder, Peter turns back towards the Judge and Ava._

**Judge Watson: **Do you Peter Benjamin Parker take this young woman to be your lawfully wedded wife. To love and to cherish in sickness and in health, till death do you part?

_Just before he could answer; Devil and Angel Spidey appear over both his shoulders._

**Devil Spidey: **This is your last chance to maintain your freedom, now's the time to...

_At that moment Angel Spidey web-shot his counterparts face, shutting him up._

**Angel Spidey: **If there was only one time I was going to do that, I'm glad it was now. You know what to say Peter.

**Peter: **We she's always known what she was getting into so, so how could I say anything other than ... _**Yes**_.

* * *

**The Peak – Earth's Orbit**

_Over the course of only a few minutes, The Peak orbital station found itself under heavy fire by the invading forces. The Mongo fleet had deployed hundreds of snub fighters to attack the station, but the Peaks own defence turrets were more than capable to hold them off while S.W.O.R.D. deployed their own fighters in a defensive formation. Even though the S.W.O.R.D. fighters are heavily armoured (a design similar to the Jumpjet used by the Agents of S.M.A.S.H.) they were just barely able to withstand the Mongo fighters advanced weaponry._

_The Mongo fighters were merciless in their assault, destroying all the human forces they could find, however they seemed to underestimate the humans resolve. Despite being outnumbered and out gunned, S.W.O.R.D. forces proved to be skilled pilots and fought hard, nearly 10 Mongos were killed before one human was. Squadrons flew in defensive formation in an attempt to hold out against the Mongo fighters and others went on the offensive against the Dreadnoughts._

_Unfortunately it didn't matter in the end; S.W.O.R.D. was still a growing organisation and didn't have the numbers to stop the alien advance. By the time the Dreadnoughts moved into range of The Peak, the stations defence turrets targeted them. However they weren't powerful enough to pierce their shields._

* * *

**Command and Control**

**S.W.O.R.D. Agent:** Enemy ships off the port bow!

**Agent Joe: **The bloody shields are down to 60%!

**Commander Brand:** Anthon, we need some support from our attack fighters!

**Agent Anthon:** Ma'am ... most of our fighters are either destroyed or under fire themselves.

**Agent Joe:** Ah shite! Commander, the larger Alien ships are moving into range and our turrets cannae punch through their defences.

**Commander:** Arm our _**Proton launchers** _and ready to fire on my signal.

_As the Dreadnoughts draw closer, hatches open up around the hull of the Peak and 200 "missile" turrets emerge from inside and begin to target a few of the nearby dreadnoughts._

* * *

**Command and Control**

**Agent Joe:** Ready Commander.

**Commander Brand:** Let's hope Stark isn't all talk ... _**FIRE**_!

_The turrets launch a barrage of Proton torpedoes at the closest alien ships. As they made contact with the vessels, they pierce through their shields and impact on the hull. Two of the Dreadnoughts were destroyed, their debris floating around the area and one was heavily damaged._

* * *

**Command and Control**

**Agent Anthon:** Direct hit!

**Agent Joe:** Take that ya bunch of wankers!

**Commander Brand:** Now's not the time to celebrate...

**Agent Anthon:** Ma'am, the rest of the alien ships are making their way_** towards**_ Earth's atmosphere.

**Commander Brand:** Concentrate our firepower on those remaining ships...

**Sydren:** Commander, that damaged ship...

_Suddenly alarm sirens started flashing and ringing in the command centre._

**Commander Brand:** WHATS GOING ON?

**Sydren:** They used the destroyed debris as cover...

**Commander Brand:** What do you...?

**Inter-com:** _"ALIEN FORCES HAVE BOARDED THE PEAK ... REPEAT, ALIEN FORCES HAVE..."_

_The Inter-com was met with static then Commander Brand activated a different com channel._

**Commander Brand:** All Agents prepare to repeal enemy troops ... _**lock down**_ the command centre, no one gets inside.

* * *

**New York City – City Hall – Midday**

_At the ceremony, while the bride and groom are nearly finished with the rings, Director Fury received an urgent message on his personal communicator. Unfortunately the alert ping was loud enough to draw attention from some of the guests around him ... including an annoyed looking May Parker._

**Aunt May:** (whispering angrily) will you turn that _**stupid** _thing off!

**Director Fury:** Unavoidable I'm afraid.

_Just as he takes it out, Coulsons communicator goes off as well ... much to Aunt May's dismay._

**Aunt May:** For God's sake!

**Coulson:** Sorry.

_Fury and Coulson get up and walk away from the ceremony to find a quiet spot a few feet away, talking into his communicator the entire time._

**Director Fury:** Oh this is just perfect ... order all Tri-carriers to deploy their _**Astro-carriers**_ into lower orbit and have all birds in the air now. Coulson and I will be back up ASAP.

**Commander Hill:** Yes sir...

_He shut off his communicator and the two of them made their way back towards their seats at the ceremony._

**Coulson:** Sorry May but we need to go...

**Aunt May:** You two aren't going anywhere, now sit _**down**_.

_She grabbed Coulsons arm and forced him back down onto his seat._

**Director Fury:** I'm sorry Mrs Parker but please tell Peter...

**Aunt May:** I'm telling him nothing, you two are not leaving so sit down and keep _**quiet**_.

**Coulson:** But...

**Hulk:** Hey.

_Two giant green hands grabbed hold of Fury and Coulsons shoulders and Hulk leaned down to position his head between theirs._

**Hulk:** I'd do what the lady says Fury, It's her nephews wedding and not even I'm stupid enough to _**argue**_ with her.

**Aunt May:** Err, thank you Hulk. And besides I'm sure your S.H.I.E.L.D. friends can handle whatever it is.

**Director Fury/Coulson:** But...

**Aunt May:** Shoosh!

_Defeated, the two super spies turn their attention back towards the wedding ceremony just as Judge Watson addresses the assembly._

**Judge Watson:** If anyone knows any reason why these two should not be wed, let them speak now or forever hold your peace.

_No one said a thing, but that might have had something to do with the fact that Ava was scanning everyone with a glare as if daring anyone to speak out ... meanwhile Peter was struggling to hold back a laugh._

**Judge Watson:** So be it. By the power invested with my by the state of New York, I now pronounce you man and...

_**CRASH!**_

_Everyone looked up and saw a burning S.H.I.E.L.D. Jet skim off the top of the roof of the City Hall building and dives towards the crowded wedding ceremony. Before it struck, Sue Storm used her powers to quickly erect a force field around everyone, protecting them from the impact of the jet along with passing debris._

**Peter:** ... a little _**overkill** _with the objection.

**Ava:** PETER!

**Peter:** Sorry.

_Every single hero that was present looked round to see the chaos reigning down around them. Above them they saw a legion of alien ships descend from the clouds above and into the city. In the distance, flying above the Hudson River is one of S.H.I.E.L.D.s new Tri-carriers being swarmed by alien fighters. And not long after the fighters arrived, alien dreadnoughts stationed far above the city started raining down turbo laser cannon fire onto the panicking populace below, decimating skyscrapers and the streets all around._

**Stark:** AVENGERS ASSEMBLE!

**Hulk:** SMASHERS SMASH!

**Werewolf by Night:** HOWELING COMMANDOS MOVE OUT!

**Flash:** NEW WARRIORS ... Err ... Lets ... ROLL OUT!

_As the greatest heroes in the world prepare themselves for the upcoming battle, Peter still looks in horror at the sight around him, the building burning and the panicked screaming of nearby New York residence._

**Devil Spidey:** Looks like the Parker luck is still holding strong.

**Angel Spidey/Peter:** Shut up.

* * *

**A/N: Hope you guys liked it, now if you'll excuse me ... I have to keep a low profile for a few days since Ava is gonna come after me for ruining her wedding.**

**Comment and Review**

**Thanks**


	8. Gaining a Foothold

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment... apart from the story. **

**In short I don't own anything in this story.**

**This is just for fun.**

**TearDrop: Careful ... too many cupcakes will ruin my figure and don't worry, you'll like what i've down with Nova when he shows up. **

**Enjoy**

* * *

**Chapter 7: Gaining a Foothold**

**Alert Notice – S.H.I.E.L.D. HQ – London, UK**

_"Alien soldiers have reached Westminster! S.H.I.E.L.D forces have been mobilised but their struggling to push them back ... Palace of Westminster ... Big Ben ... they're in flames."_

**Alert Notice – S.H.I.E.L.D. HQ – Tokyo, Japan **

_"Our heavy tank divisions have been engaged by some kind of bipedal vehicles deployed by the alien ships positioned over the city. These "walkers" ... their armour is thick and posses heavy firepower and are advancing through the streets of the city."_

**Alert Notice – S.H.I.E.L.D. HQ – Berlin, Germany**

_"The Invaders are using combat robots, our forces at the Brandenburg Gate can't hold out much longer ... there's just too many of them!"_

**Alert Notice – S.H.I.E.L.D. HQ – Vancouver, Canada**

_"All troops have been mobilized and has engaged Invading forces. Tri-Carrier Sigma has engaged alien dreadnoughts but our shields are already down to 40% ... we've launched our fighter jets but it's not enough ... We need reinforcements!" _

_These reports and more like them were coming in from stations all over the world and were waiting for the Director of S.H.I.E.L.D. as he arrived at Tri-Carrier Alpha. However, relaying orders was proving difficult as the city of New York itself has been caught in the alien attack just like other major cities worldwide. The only thing that Director Fury was able to do was send a message to any and all allies of S.H.I.E.L.D; Meta-Humans, Mutants, PMC's and other organisations._

_"**BATTLE STATIONS – United Nations has declared Ultimate code red – Planet Earth is at war."**_

* * *

**New York City – Early Afternoon**

_Panic and chaos has engulfed the streets of the Big Apple, civilians are running throughout the streets in a despite attempt to escape the violence. As the Alien ships positioned themselves over the city, they started to drop small pod-like crafts that crashed down onto the streets below. The moment they hit the ground, their hatches opened and squads of red armoured aliens emerged to begin storming the streets. The NYPD tried to hold out and return fire by using the abandoned civilian cars that littered the streets as cover. Unfortunately the invaders advanced tech proved to be too much for them despite the fact that the cops are out in full force; fully armed SWAT teams, street officers and even traffic cops are doing their best to hold off the threat and protect civilians until the army arrives ... however this is proving to be a futile task. _

**Cop: **Lieutenant!

_An NYPD Lieutenant takes cover behind his cop car after firing a few rounds at the advancing invaders and waits for the cop to run over and join down beside him._

**NYPD Lieutenant: **Well, what's the word?

**Cop: **It'll be about an hour until they scramble the National Guard.

**NYPD Lieutenant: **AN HOUR! Doesn't the army know what's happening here?

**NYPD Cop: **It's not just happening here ... Sir I think we're on our own.

_An explosion occurred just beside them, causing the two cops to get up and more. However they quickly found themselves face to face with a few alien troopers; they were covered head to toe in blood red armour, wearing helmets that covered their faces and pointing their blaster rifles right at them. _

_Before the cops could even think, something "white" swooped down from the rooftops and landed right behind the Troopers. When they turned round to see what it was they were immediately cut down by the mysterious figure which (to great surprise to the cops) turned out to be a young Latino woman ... in a slightly torn wedding dress. More invaders had advanced further up the street, but the woman just leapt towards them and began slashing away at them. Still registering what they had just witnessed, the cops were brought back to reality by another person landing right in front of them; a guy wearing a black wearing suit ... and a weird black mask that covered his face._

_**Err ... there's an alien invasion occurring at this very moment! I didn't quiet have enough time to change ... lucky I packed my noir suit for the honeymo... Ok! Ok! Let's not go there. **_

**Spiderman: **You need to pull your men back Lieutenant, your bottle necked in this location. There are still civilians in the streets near here that can get in the line of fire. So send some of your men to lead them into the subway and away from the fighting.

**NYPD Lieutenant: **And why should I take orders from you?

_Suddenly from out of nowhere something struck the back of the cops head, the three of them looked down to see that it was a helmet of one of the alien invaders._

_**EMPTY helmet ... just to clarify guys.**_

_Spiderman and the cops look round to see that a large number of alien troops have been taken down by the "bride" who has sitting on top of one and is slashing her claws violently at its armour._

**Spiderman: **Because if you don't ... she'll be asking you next.

**NYPD Lieutenant: **Got it.

_The cops run off, leaving Spiderman to jump over and approach (very gingerly) towards his upset fiancé._

**Ava: **TODAY! YOU HAD TO PICK TODAY OF ALL DAYS TO COME HERE!

**Spiderman: **Err ... Ava?

**Ava: **TODAY WAS PERFECT, NOW LOOK AT IT ... LOOK AT ME ... LOOK AT MY DRESS!

**Spiderman: **AVA!

_He reached down and grabbed hold of one of Ava's wrists just before she lashed out at the trooper. She looked round at him and he could see the fury in her face, along with the tears escaping from her eyes._

**Spiderman: **He's had enough.

_She looked back down to see that she had completely ripped off the aliens helmet and that his red skinned face was now heavily scarred and bleeding ... but luckily her was still breathing. Realising how out of controlled she had become; Ava started to sob softly before Spiderman kneeled down beside her and comforted her._

**Ava: **I'm sorry ... I'm sorry Pete; it's just ... why now?

**Spiderman: **I know and it's alright. You have every right to be angry, but we can't afford to lose control right now. We have to find the others and find out from Fury about what's going on.

**Ava:** You know Peter ... have I ever told you how much I hate it when you're right?

**Spiderman: **Every single time I've been right.

_She just gives him her famous glare which always seems to shut him up. _

**Spiderman: **My mistake ... I've never been right. Oh hey, I managed to grab this for you.

_He hands Ava her White Tiger mask, which she took and put it on after taking off her veil. A second later, Spidermans com-link goes off._

**Kit: **_"Peter ... can you read me?"_

**Spiderman: **Loud and clear Kit, what's your location?

**Kit: **_"34th street ... Got separated when all this shit started. What about you?"_

**Spiderman: **Ava and I are on 23rd, is anyone else with you?

**Kit: **_"MJ's with me but that's all. Peter ... would be so kind as to tell me what the fucks going on?"_

**Spiderman:** Let me see; Alien ships blocking the skies, Alien soldiers storming the streets and ... hello ... HELLO?"

_His communicator is showing nothing but static as his link to Kit seemed to be disconnected._

**White Tiger: **We better meet up with Kit and MJ, maybe we'll find the others on the way.

**Spiderman: **I guess that's all we can do right now ... hey Ava, are you gonna be fine fighting in that?

_He pointed down at her wedding dress; Ava sighed and used her claws to rip off the lower part of her dress, leaving her legs more room to move in ... and revealing her slim legs in white stockings and just a glimpse of her lingerie._

**White Tiger: **Shame about the dress but that's so much better, time to move ... Pete, Pete ... Peter?

_She noticed that he was still staring down at her legs, completely oblivious to Avas calling._

**White Tiger: **YO!

_She snapped her fingers in front of Peter and he snapped back out of his daydream and back to her._

**Spiderman: **Huh?

**White Tiger: **FOCUS!

**Spiderman: **Oh sorry ... Let's move.

_He grabbed hold of Tiger and began to web-swing the two of them away to find their friends._

**Spiderman: **So ... were you planning to do that later tonight?

**White Tiger: **In your dreams.

* * *

**34****th**** Street – Early Afternoon **

**Kit: **MJ's with me but that's all. Peter ... would be so kind as to tell me what the fucks going on?

**Spiderman: **_"Let me see; Alien ships block..."_

**BOOM!**

_An explosion occurs just in front of Kit but he quickly reacts to it by back flipping out of the way. As he landed on his feet a group of Alien troopers emerged from the dust and opened fired at him, but Kit quickly drew his pistols from his gun-belt and returned fire while running for cover. He shot the blasters out of the hands of a couple of invaders before ducking behind an abandoned car right next to MJ. While still under heavy fire he leaned out fired a few rounds at the invaders, aiming at their knees and arms, and although their armour was tough a few well aimed shots were able to pierce through and wound them. After watching them fall to the ground, Kit was about to lead MJ away until he saw a few of the aliens struggle back to their feet. _

**Kit: **What the ... Nobody can get up after taking a hit like that.

_Just then he noticed that they had pulled out some kind of extendable "electro-staff", so he quickly broke cover and charged towards them. As on trooper swung his staff at him, Kit leaped over it in a front roll and landed behind his attacker. As he done so he swept his own leg backwards, tripping the trooper up. The remaining troopers swarmed round Kit, amazingly fast regarding that they were just shot in their joints. _

_They swung at Kit left and right, but with his razor sharp reflexes he easily avoid each swing and as one of his attackers swung his staff at Kits head - he ducked, grabbed hold of his attackers weapon, used his strength to jab the other end into his opponents stomach which cause him to fall back, then swung the staff round and broke the aliens leg before quickly spinning round to block a few incoming attacks coming from behind him._

_After a quick exchange of blows, Kit managed to overpower his opponents and beat them mercilessly to the ground. Taking a few seconds to admire his handy work, he was suddenly jumped and grabbed from behind by the same invader whose leg he broke only minutes earlier. He then threw Kit over his shoulder and onto the ground before mounting him, Kit tried to draw his pistols but his attacker just knocked out of his hands and began viciously punching his victim in the face as he tried to bloke._

**Kit: **Fuck ... you ... guys ... don't ... go ... down ... easy!

_As his attack raised both his fists over his head to smash down, Kit swooped up and head butted him in the face. Due to his helmet, the action hurt Kit more than it did his attacker but it was enough to knock him off Kit's chest, but he didn't stay down for long. Soon enough the alien trooper was back on his feet and picked up a nearby staff and approached Kit who was still dazed by his earlier action. As his attacker drew closer, Kit tried to crawl backwards and away from him, but he quickly noticed one of the alien blasters just behind him. Kit reached out and grabbed it, then aimed it at his attacker's legs. _

_But when he pulled the trigger nothing happened, he looked at it wide eyed then at the alien trooper as reached him and raised hid weapon up in order to stab Kit in the gut. Then all of a sudden, the alien troopers head just exploded into pieces and as his body hit the ground Kit could see that standing away from him was his girlfriend MJ ... pointing one of his now smoking guns in his direction and with her eyes shut closed. She opened one eye before running over to help Kit up. _

**MJ:** Kit, are you hurt?

**Kit: **MJ ... Did you just shoot at me with your eyes CLOSED?

**MJ: **Good you're alright.

**Kit: **I can't believe you just fired a gun with your eyes closed!

**MJ: **Hey it worked didn't it?

**Kit: **You were fucking lucky that it worked ... from now own just leave the fighting to me.

_He took the gun off her and placed it in his holster, and then suddenly one of the fallen invaders near them reached up and grabbed MJ's ankle. Swiftly she kicked him hard in the head with her free foot, smashing through his helmets visor and knocking him unconscious._

**MJ: **Thanks ... you did a good job now let's get out of here.

_She ran off down the street leaving Kit to chase after her._

**Kit: **It's just a waste of time talking to her.

* * *

**Times Square**

_By the time the National Guard arrived, most of the heavier fighting had reached Midtown Manhattan. Tanks rolled into Times Square to support their infantry and helped keep the invading forces at bay for short while ... that was until the aliens started to receive heavy support of their own. Huge, heavily armoured bipedal tanks were dropped from low orbit and crash landed right in the heart of the conflict. The defending tanks tried to engage fire but these "walkers" proved too quick to lock on to and just jumped into the air and landed on top of several tanks, crushing them under foot. _

_The infantry made efforts to coordinate their fire but the alien walkers armour was too thick to make much damage and just returned fire with its energy cannons, wiping out waves of soldiers. Before the walkers could do any more damage, the Black Beauty raced into the fray, jumping over debris and drove straight towards one walker. The car smashed right into one of the walkers legs so hard that it caused it to lose its balance and crash down onto the ground. As another walker turned to fire at the Black Beauty's direction, it swerved to avoid the energy blast and as it passed by, one of the doors opened and Luke cage leapt out._

_He punched its leg and broke it clean off, causing it to fall forward and crash down onto the ground. Meanwhile the Black Beauty stopped in front of a wave of alien troopers and used the machine guns attached to its hood, mowed them down with a barrage of machine gun fire. As the last trooper went down, the car doors opened and both Kato and Hornet (only wearing their masks) stepped out to survey the area. _

**Green Hornet: **As always Kato ... nice driving.

**Kato: **Nows not really the best time to joke.

_They look over to see Powerman rushing over to them with a squad of surviving soldiers after finishing off the alien walkers._

**Powerman: **_I just got word from Fury; S.H.I.E.L.D. is sending in a detachment of reinforcements to this area. _

**Green Hornet: **S.H.I.E.L.D? In that case we better get moving.

**Kato:** ...?

**Green Hornet: **Hey, technically we're still on their wanted list.

**Kato: **You really think they're going to enforce that?

**Powerman: **You guys don't know the Director like I do, maybe its best you guys don't stick around.

**Kato: **Well ... we do still need to find the others.

**Powerman: **You two go find Peter and Ava; I'll stay here and support our forces...

_A barrage of laser blasts were suddenly firing in their direction, Powerman just stood his ground and took the hits while Hornet and Kato ducked for cover behind the Black Beauty. They leaned out to see a large force of the invading army (infantry and Walkers) heading in their direction._

**Powerman: **GO!

_In a flash the duo jumped back into the Black Beauty and speed off down Time Square to find their friends while Powerman, along with the remaining solders readied themselves from the incoming battle._

**Powerman: **Alright boys, let's show these freaks what happens when you mess with America.

* * *

**Broadway**

_Amongst the conflict between Invading and S.H.I.E.L.D. forces in the mist of the brightly lit lights of Broadway, both Iron Fist and Zorro are fighting for their lives. They both engage their enemies in melee combat, Iron Fist in hand to hand and Zorro with his blade while S.H.I.E.L.D infantry are providing covering fire._

**Iron Fist:** I must admit ... your skill with a blade; you truly have no equal.

**Zorro: **Your abilities are very impressive as well ... Señor Spider speaks most highly of you.

Unfortunately their combined skill may not be enough to hold off the wave after wave of alien troopers, each one armed with electro-staffs and clearly well trained in its use. Zorro parried every strike and countered as best he could while Iron Fist punched and kicked at every opponent that lunged at him. But no matter how many of their attackers they managed to take down, more reinforcements kept coming ... and they were starting to overrun the S.H.I.E.L.D forces aiding the young heroes.

_It wasn't long before the two of them found themselves completely surrounded, cut off from their support and at near exhaustion. Zorro and Iron Fist are now back to back and encircled by a large number of alien troopers, bearing their weapons down on them and closing their distance._

**Iron Fist:** It appears this is to be our final stand.

**Zorro:** If so ... the honor was mine.

_They readied themselves as the invaders attacked but before they took so much as a second step, every single alien trooper in the vicinity clutched their heads with their hands and dropped to their knees ... each one screaming at the top of their lungs before collapsing into unconscious. Bewildered, the two of them gazed round at the sight around them, trying to make sense of what had just occurred._

**Iron Fist: **What ... what just happened.

**Zorro: **I recognise this, your señorita's doing.

_The young monk noticed that Zorro was looking over his shoulder behind them; he turned round to see that standing a couple of yards from then was his girlfriend ... Dana Moonstar._

**Iron Fist: **Dana!

_The two of them ran towards each other and fell into a tight embrace with one another, followed shortly by Zorro._

**Dana:**_ I'm so glad you're safe; I was so worried about you. _

**Iron Fist: **I'm fine; I'm just relived to see that you're unharmed. But I thought you never wanted to use those ... abilities ever again?

**Dana: **When I saw you in danger I couldn't just let you...

**Zorro:** I hate to be the one to interrupt but shouldn't we hurry along?

**Iron Fist:** Regrouping is a wise strategy but our com-links are down, we don't know where everyone is and we have nowhere to go.

_Both Dana and Zorro look to each other as if coming to some kind of understanding before letting Iron Fist in on what they know._

**Dana: **There is somewhere we can go, and it's not too far from here ... Let's go.

* * *

**New York City Skyline **

_Racing above the skyscrapers of New York while being chased by a group of flying alien robot sentries; Iron-Man, War-Machine and Rescue are navigating their way through the New York skyline, avoiding enemy fire and the buildings around them. Iron-Man turns to fire his repulser blasters at their pursuers; however more just keep showing up the more he shots down._

**Iron-Man: **These guys are proving to be more than a nuisance.

**War-Machine: **I guess we have to try a different approach.

_He turns on his back and fires a barrage of missiles at the sentries. As they make contact the explosion not only destroys the sentries but damages the buildings around them and leaves a smoking cloud where they once were._

**War-Machine: **Sometimes it just takes a bit more fire power...

_He stopped talking as the smoke cleared away and the three armoured heroes noticed that the sentries where still their ... now surrounded by an energy shield._

**Rescue: **You boys got any other ideas?

**Iron-Man: **We need to keep them away from the streets, so let's move!

_They avoid the incoming fire from the sentries then blasts off to lead the sentries' away, exchanging fire as they race across the city. After a few minutes Iron-Man notices another "ping" on his sensors, looking ahead he noticed a "golden/bronzed" coloured armoured suit appear from behind a building and aimed its arms at them._

**Rocketeer:** SCATTER!

_Quickly they do so, they three Iron-Men shoot off in different directions and before the sentries could raise their shields, Rocketeer unleashed her full arsenal upon them; a combined barrage of Machine gun fire and rockets which tore through the sentries and causing debris to rain down to the streets below. As the last of them was destroyed, Iron-Man and his friends doubled round to meet their mysterious ally._

**War-Machine: **Nice move ... you've clearly had military training.

**Rescue: **Who are you?

**Iron-Man:** Clearly another one of my many admirers.

**Rocketeer: **Surprised you couldn't shield everyone with that massive ego of yours Stark.

**Iron-Man:** Sarah?

**Rocketeer: **Sharp as always; now if you'll excuse me ... I need to meet up with my team.

_And on that note she flew off, leaving the others who are just watching her in the distance._

**Iron-Man: **Pepper, remind me to have a little talk with Miss Secord when we're done here.

**Rescue: **Trust me Tony ... you're not her type.

* * *

**Mongo Command Ship "Telamon" – Earth's Orbit**

_Standing in front of a viewing screen on the Telamons Bridge, the Commandant of the Mongovian invasion fleet is looking out onto the ongoing battle between his forces and S.W.O.R.D., just as one of his Officers approaches him._

**Mongo Commandant: **_It won't be long before our forces overrun this worlds pathetic orbital defensive ... how goes our ground efforts?_

**Mongo Officer: **S...Slowly sir.

_The Commandant rounds on his Officer._

**Mongo Commandant: **What?

**Mongo Officer:** These Earthlings ... they are proving to be more ... problematic than we first anticipated. Some of their warriors have abilities that we were unaware of.

**Mongo Commandant:** May I remind you that this fleet is under the authority of General Kala! And if the General finds out that we're having trouble with some backwater world then these primitives will be the least of our concerns.

**Mongo Officers: **Of course sir, I'll send more reinforcements and redouble our efforts.

**Mongo Commandant:** I hope so Captain ... for all our sakes. The General is not as understanding as I am.

* * *

_**A/N: Another chapter down and I hope you've enjoyed it. Please comment and review.**_

_**Thanks **_


	9. Pushing Back

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment... apart from the story. **

**In short I don't own anything in this story.**

**This is just for fun.**

**Sorry for the delay guys ... Had a lot going on over this past month; My Brothers bachelor party in Germany, Work and a few other things. **

**Enjoy**

* * *

**Chapter 8: Pushing Back**

**S.H.I.E.L.D. Tri-Carrier Alpha – New York – Evening **

_The bridge of the Tri-Carrier is on high alert; S.H.I.E.L.D. personnel are swamped and stressing out at their stations as they try to do their jobs, the Carrier is under heavy assault by invader forces and Nick Fury is coordinating with allied forces all over the world. At the moment he is currently at his personal terminal, conversing with some of his "opposite numbers" from other organisations._

**Nick Fury: **Tri-Carrier Sigma is taking too much damage and most of our forces are pinned down! I need support from your forces ... I need _**Alpha Flight**_!

**Director X: **_"That's not an option ... Toronto is being hit hard so Alpha Flight and most of Department H are occupied here."_

**Nick Fury: **Damn it! Commander Hunter, what about you? S.H.I.E.L.D. agents are hard pressed in London.

**Commander Hunter: **_"I've already sent Captain Britain and Excalibur to Westminster. Also S.T.R.I.K.E forces are mobilising on the Alien vessels overshadowing London."_

**Nick Fury: **Some good news at last...

**Commander Hill: **_"Sir, we have an incoming message from Tokyo? It's not from our forces."_

**Nick Fury: **On screen.

_Another holo-screen appeared and the image of an 11 year old Japanese boy, in hi-tech armour was in front of the Director._

**Nick Fury:** Who is this and how did you get this channel?

**?: **_"__Director Fury ... Err ... my name is Hiro ... **Hiro Takachiho** and I need you to send help to Yoga in Setagaya. Oh and decrypting the S.H.I.E.L.D. communications network ... kinda easy."_

**Nick Fury:** My forces are stretched thin enough without sending them to some suburbs...

**Hiro:** _"You don't understand! ... What ... no Baymax, my heart rate is fine ... the secret headquarters of** The Giri** is here."_

**Nick Fury: **The Giri?

**Hiro:** _"It's basically the S.H.I.E.L.D. of my country; however they don't have a large military unit ... only my team."_

**Nick Fury: **Your team?

**Hiro: **_"We call ourselves** Big Hero 6 **... we already have a plan against the aliens but we need some support if we want to pull it off."_

**Nick Fury: **This plan ... will it work?

**Hiro:** _"I've calculated a successful ratio of over 95%."_

**Nick Fury: **I'll send what I can, just make sure you deliver the goods.

_With a smile of relief, Hiro ends the communication link with Fury, who then opens up a new link with Commander Hill._

**Nick Fury: **Have we re-established communications with the Peak?

**Commander Hill: **_"No sir, communications are still down."_

**Nick Fury: **What the hell is Abigail doing up their?

* * *

**The Peak – Earth Orbit **

_After the Peak destroyed a few of the invaders dreadnaughts by use of the stations proton weapons, one of the severely damaged ships launched a number of boarding pods and while using nearby space debris as cover, penetrated the hull of the station at several locations and allowed alien troops to storm the Peak. Though S.W.O.R.D. forces did mobilised to counter the invaders, it wasn't quick enough, the aliens had already managed to take control of several key system; Engines, Hangers and even Communications before S.W.O.R.D. agents had engaged them._

_Throughout the entire station, S.W.O.R.D. and alien forces engage each other and even though S.W.O.R.D. agents fought tirelessly against their adversaries, the invaders proved to be extremely resilient. Due to their advanced armour and insanely high pain threshold, no matter how badly injured they get; the alien troops just get back up and kept fighting. Meanwhile back up at the stations command and control. Commander Brand along with S.W.O.R.D. personnel have sealed off the area and readied themselves for combat as invading forces began to draw closer._

**Command and Control**

**Commander Brand: **Get communications back online! Everybody stand fast ... what's the situation with the rest of the station?

**Agent Anthon: **Fighting in all sections below 24, 58 – 63, and 75 – 80.

**Agent Joe: **Our boys are holding the Med-Bay, Armoury and Life support. But they've taken most of the hangers so we canny launch any more fighter support. If we don't clear those hangers soon our boys outside will get slaughtered.

**Commander Brand: **Damn it ... relay this to all squad commanders; fall back and seal the hangers. Then override the docking bay doors...

**Agent Joe:** Blast'n those pricks into space ... I'm on it.

_Once again the station shock violently from an aftershock due to the ongoing battle from outside._

**Commander Brand: **What the hell was that?

**Agent Anthon: **Commander, enemy dreadnaughts are starting to surround the station and bombard us!

**Commander Brand: **Engage our defensive turrets already!

**Agent Anthon: **Their not responding ... it seems enemy ships is using some kind of Ion disruptors, their disabling the Peaks defensives.

**S.W.O.R.D. Agent: **Commander!

**Commander Brand: **Oh what now!

_She quickly looks behind her to see some of her agents backing away from the main door of command and control, as sparks are spewing from the edges as if something is trying to cut their way inside._

**Commander Brand: _TO ARMS_**!

_She drew her blaster, along with rest of her agents and took up defensive positions around the area (behind consoles, overturned tables) as the doors were busted down and alien troopers began storming inside. All the S.W.O.R.D. agents began to open fire, taking down a few invaders at a time and since they're bottle necked at the door; they can't get a strong foothold inside._

**Commander Brand:** Don't let up ... keep the pressure on ... DON'T LET A SINGLE ONE INSIDE!

**Agent Joe: **And here we fecking go again.

* * *

**New York City – Theatre District – Day**

_Since most of the local fighting is taking place nearer Time Square, the older theatre district has luckily remained unaffected from the attack ... for now. Which meant it was fortunate that Spiderman and White Tiger were able to reach the building housing the secret Sanctum without attacking any of the invaders. The two heroes swing their way down towards the alleyway behind the building and landed just at the fire escape ladder._

**Spiderman: **Good, we made it ... for a minute there I was convinced this place would be under a pile of S.H.I.E.L.D. garbage, alien debris and chunks of New York.

**White Tiger: **And why exactly are we here?

**Spiderman: **This is where the League meets at times of crisis.

**White Tiger: **A rundown building in the _**theatre district**_?

_He just chuckles and activates the hidden switch concealed on the ladder that opens up the concealed entrance to the Sanctum._

**Spiderman: **It's my home away from home.

_He leads Tiger through the entrance, down the flight of stairs and into the Leagues hidden Sanctum. As Spiderman makes his way towards the Sanctums conference room, Tiger took some time to admire her new surroundings._

**White Tiger: **This place has everything; Communications, Workshops, training room and ... is that an armoury?

**_That's right; I did some major improvements over the last few years ... hey, people have their hobbies_**

* * *

**Cutaway**

_Thor is on stage and acting out a monologue of Shakespeare's Hamlet in front of a small audience who's booing him._

_Captain America is busy building vintage fighter plane models._

_Hulk is polishing his collection of mini glass figurines._

_Eduardo is fighting a match in a fencing competition._

_Kit is fixing and maintaining his white Harley (Hero) Davidson in his garage._

_Mulan is busy working on her paintings _

_Reid is having fun with some colourful putty, moulding it into some inappropriate shapes._

**Cutaway Ends**

* * *

_**What? That last one was true, honest ... ok maybe not.**_

**White Tiger: **Peter ... what exactly is this place?

**Spiderman: **It's the Leagues New York head quarters ... it was_** The Shadows**_ old hideout.

**White Tiger:** And exactly when were you planning on telling me this?

**Spiderman: **Err...

**Phantom: **Probably when the world is under attack by bloodthirsty warmongering aliens ... oh wait that's today.

_Spiderman and Tiger looked back towards the staircase to see their friends Phantom and MJ walking down it._

**Spiderman: **MJ! Thank God you're safe.

**Phantom: **What about me?

**Spiderman:** What about you?

**Phantom: **So Tiger ... like what you did with the dress.

**White Tiger: **I cut my dress because it was restricting my ability to fight!

**Phantom: **Or giving Spidey here a sneak peek...

**Spiderman: **How did you two get away?

**Phantom:** MJ did most of the work actually.

**MJ: **And that's what I like about you; not only are you tough ... your modest too.

**?:** Old Jungle saying...

_The group looks up to see Green Hornet and Kato at the top of the staircase._

**Green Hornet: **"Phantom is many men".

**Kato: **Glad to see you lot made it.

**Green Hornet:** So ... you trying out a new look Tiger?

**White Tiger: _IT WAS RESTRICTING MY MOBILITY!_**

_A few minutes later, everyone gathered in the conference room; thankfully it wasn't long before Zorro, Moonstar, Iron-Fist and Rocketeer showed up until they could get started. As each of the heroes sits round the conference table, Spiderman uses the console in front of him and a number of holo-screens had appeared around the table, each one showing different footage of the ongoing battle between Earths military against the invading forces._

**Green Hornet: **It seems that most of the major capitals around the world are being targeted, not to mention several military instillations across Europe and the East Coast.

**White Tiger: **Looks like S.H.I.E.L.D. and other allied forces are holding ground for the moment but it I doubt they can keep it up for much longer. Even the Doominion is feeling the pressure.

**Moonstar: **Who are these guys?

**Green Hornet: **Unclear, I've checked the S.W.O.R.D. Database ... Don't ask ... They don't match anything on record; the Kree, Shia'r, Chitauri, not even the Phalanx.

**Iron-Fist: **They fight ruthlessly and without the fear of death to restrain them.

**Phantom: **You're not wrong, I fired so many rounds into a few of them; knees, shoulders, arms ... they just kept getting back up.

**Rocketeer: **Not forgetting the heavy arsenals and air support they have at their disposal, their tough and pack some serious fire power.

**White Tiger: **So what the hell are we suppose to do?

**Rocketeer: **We hit them where they least expect it.

_She got up from her seat and walked over to the console Spiderman is at, after pressing a few buttons a hologram of one of the alien dreadnoughts appears above the table._

**Rocketeer: **This is the largest ship stationed over New York. According to some friends of mine at the Pentagon it is a capital class and Intel shows that there's one in every major city right now and that it's the main source of the invaders war machines, air support and troop deployment. If we take it out, we will greatly cripple the invaders efforts on the ground ... cutting off their main support.

**Phantom: **How exactly are we suppose to do that? Not only is there an army standing between us and its miles above the city.

**Rocketeer: **I've pulled a favour from Stark; he'll lend us one of his Quin-jets.

**Spiderman: **Then its settled ... Let's take down that eyesore. Dana; you and MJ stay here, support us from the ground.

**Moonstar: **Right!

**Iron-Fist: **I will go and help Powerman; these creatures will soon understand the fury of a monk of Kung Lung.

**Spiderman: **Good and Dana ... make contact with_** Guran**_; tell him we may need some support.

_**Just you guys wait and see. **_

**Phantom: **You know I'm always up for saving the world and all but don't you think we should rearm ourselves? Fun though it is White Tiger giving us a free show of her ... OWWW!

_His fiery girlfriend grabbed hold of his ear and held on tight._

**MJ: **Keep those eyes _**up here**_!

**Moonstar: **I was going to say; sorry about your dress.

**White Tiger: **It's ... alright, Phantoms right though; I really do need to change into something more durable.

**Spiderman: **(whispers) damn it!

**White Tiger: **What?

**Spiderman: **What?

**White Tiger: **Were you just...?

**Green Hornet: **Err, guys ... _**Alien Invasion** _remember?

**Spiderman: **Oh right yes ... speaking of something more durable, I've got just the thing for us.

_He uses the console again; the image of the ship disappeared and is replaced by a few other holograms, something that nearly puts a smile on everyone's faces._

**Phantom: **Awesome!

**Green Hornet: **Nice!

**White Tiger: **Just my size.

**Zorro:** Señor, you've out done yourself again.

**Kato:** ... Meh.

_You just can't please some people can you?_

* * *

**Mongo Command Ship "Telamon" – Earth's Orbit**

_From the bridge of the command class ship Telamon, the Commandant is sitting at his station while reviewing updates from the front lines. After a few minutes he activated the ships intercom and began contacting his forces on the ground._

**Mongo Commandant:** What do you mean the _**Teucer**_ is compromised ... what happened?

**Mongo Captain: **_"Sir ... there were 6 of them ... wearing armor ... one of them was a giant red robot ... they ... AHHHHH!"_

_The captain's voice was suddenly replaced with static._

**Mongo Commandant:** Teucer? TEUCER?

_After receiving no further response, the Commandant turned to one of his communication officers._

**Mongo Commandant: **What just happened?

**Mongo Officer: **Sir, the Teucer is down, our forces around the sector "Japan" are starting to be pushed back.

**Mongo Commandant: Have our troops...**

**Mongo Officer 2: **Sir! Our forces on the space station are meeting with heavy resistance; they're starting to lose ground.

**Mongo Commandant: **This cannot be possible...

**Mongo Officer 3:** Sir...

**Mongo Commandant: _WHAT NOW!_**

**Mongo Officer 3: **Our sensors are picking up something coming in off the fleets' starboard side.

**Mongo Commandant:** Ships?

**Mongo Officer 3:** It's too small to be a ... _**The Avias**_ is under attack, I repeat the Avias is under attack!

**Mongo Commandant: **Reposition the fleet to intercept...

**Mongo Officer 3: **The Avias has been **_destroyed_**!

**Mongo Commandant: **WHAT IS GOING ON!

**Mongo Officer 2: **Sir, we have a visual.

**Mongo Commandant: **ON SCREEN!

_A holo-screen appeared at the front of the bridge, revealing a section of space with the remains of the Mongo dreadnought "Avias" scattered around the area. The Commandant noticed the glowing silhouettes of 7 figures floating amongst the debris._

**Mongo Commandant: **What are they?

* * *

**Nova Prime: **One down, a whole fleet to go. _**Supernovas**_ ... TAKE THEM OUT!

* * *

**A/N: Once again sorry for the delay, hope you've enjoyed it. Until next time folks ... comment and review?**

**Thanks **


	10. Boarding the Aeacus

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment... apart from the story. **

**In short I don't own anything in this story.**

**This is just for fun.**

**OMAC001: Soon my friend ... very soon.**

**Thor-Born/Silentman87: Thanks for the ideas ... very helpful.**

**TheOnyxDragon12: There you go ... paid for and delivered.**

**TearDrop: Nova will be in the next chapter in all his kick ass glory. Also don't worry ... even if I drop dead I'm sure my body wouldn't rest until my work is complete. **

**Sorry for the delay guys; had a lot going on this month ... work, best man duties and so forth. Just so you guys know, my busy schedule is not calming down soon so the next chapter might take just as long to come out. **

**Enjoy**

* * *

**Chapter 9: Boarding the Aeacus**

**New York City – Mongo Dreadnought "Aeacus" – Night**

_One of the Invading forces Capital ships "Aeacus" has positioned itself miles above the city in order to coordinate the attack. Out of all of the alien ships attacking the city, it is the most heavily defended; dozens of turbo lasers, powerful shields and snub fighter defenders. Any attempt to engage this dreadnought has ended in complete failure. Neither the US military nor S.H.I.E.L.D. has been able to get close enough to do any damage ... until now. Meanwhile on the bridge of the Aeacus, Its Captain is busy reviewing the progress of his forces while also receiving reports from the different Captains stationed around other cities alongside one of his officers. _

**Mongo Captain: **How fairs _**The Miltiades**_?

**Mongo Officer:** Captain Roack reported that his forces have taken down the Earthlings "Tri-Carrier" over the region known as "To-ron-to".

**Mongo Captain:** And _**The Cimon**_?

**Mongo Officer:** According to Captain Lanks, she has managed to break through the robotic ranks at Lat ... Lat ... ver ... ia.

_The ship's captain turns to look at his officer, giving him a confounded look then sitting back in his chair._

**Mongo Captain:** Latveria ... Wakanda ... Toronto ... Which of these Earthlings came up with these names.

_Suddenly a beeping sound was coming from the Captains chair-console, alerting him to an incoming message. When he activated it, a holo-screen appeared in front of him, showing an image of one of his Commanders._

**Mongo Captain:** What is it Commander?

**Mongo Commander:** _"Sir, we've just received a priority 1 message from the Telamon; they've engaged the Nova Corp in orbit."_

**Mongo Captain:** What! The Nova Corp is here?

_Before he could process this information, the ships proximity alarm went off, causing the Captain to nearly jump out of his seat in a panic. After he settled back down he turned his attention towards one of his crewmen nearby._

**Mongo Captain:** What is it now?

**Mongo Ensign:** Captain, the Humans are launching another counter attack against us; we have incoming fighters and robotic drones off our port bow.

**Mongo Captain:** Everyone to their stations and activate counter measures!

* * *

_Miles away, a large force of Predator Drones, Stark and S.H.I.E.L.D. Jets along with Military Bombers roared across the skies above New York City towards The Aeacus. As they get closer to the capital ship, the alien vessel responds to this threat by launching their own Snub Fighters, Earths forces line up in formation; Drones at the front, then Jets protecting the Bombers behind them. As the two aerial forces meet, the drones launch their missiles at the alien fighters in an attempt to clear the way for the Bombers, this does work, many of the alien fighters are destroyed but unfortunately they have numbers on their side, so the S.H.I.E.L.D. Jets have to engage the rest of them in aerial combat in order to keep them occupied. As the dogfights rage across the sky, amongst the explosions and debris falling towards the city below, the Bombers try to manoeuvre their way through the battle and towards the main objective._

_As the Bombers get closer to The Aeacus, the ships turbo lasers open fire in their direction. A few of the Bombers are destroyed but a couple had managed to avoid the laser fire with some skilful flying and get close enough to fire their payload before being destroyed themselves. The Aeacus tried to destroy some of the incoming projectiles before they impact the ship's hull using advanced beam laser technology, however they were already too close for all of them to be stopped. A few of the projectiles made it through and hit their target._

_Though The Aeacus shields took most of the impact, it was enough force to disable the ships shields, a number of its defensives turrets and significant damage to the ships outer hull. Unfortunately it wasn't enough to bring down the alien vessel, though damaged; it still hung above in a stable position, thankfully that was all that the League needed._

* * *

**Spiderman:** Its shields are down!

**Rocketeer:** Everybody ... hold onto your lunch.

* * *

_One of the Stark jets suddenly broke away from the aerial battle and raced towards the Aeacus; followed closely by a few enemy fighters. The Leagues Jet avoided the projectile fire coming from its pursuers by performing Barrel rolls, Aileron rolls ... all performed with expert precision. As the fighters drew in closer for the attack, the Leagues jet then performed more fancy manoeuvres to counter the incoming fire and get behind the attackers, shooting them all down._

* * *

**Green Hornet:** Urg! Yep ... though up a little in my mask there.

**Rocketeer:** We're not done yet!

* * *

_The Leagues Jet continued towards the alien capital ship, as it got closer, what remained of the Aeacus turbo lasers opened fired at the Jet. Although it was fast and agile enough to avoid most of the incoming fire, one lucky shot from the ship was able to graze the wing of the Leagues Jet. Smoking ... the Jet started to lose altitude._

* * *

**Rocketeer:** We're hit!

**White Tiger:** Can you still get us there?

**Rocketeer:** Is Tony Stark a pig? ... I'll get us there; it's just going to be a little bumpy.

* * *

_The Jet headed towards one of the Aeacus hanger bays and as it drew closer, the occupants of the hanger had began to either evacuate the area or take cover as the Leagues Jet crashed into the bay, skidded along the surface before stopping at the far end of the hanger, destroying a lot of heavy equipment and stationed fighters along the way. Meanwhile inside the crashed Jet, Spiderman and the rest of the League began to recover from the impact._

**Zorro:** Is everyone alright?

**Spiderman:** I think I'm getting used to Rocketeer's flying ... I didn't web my shorts that time.

_**That's already a victory in my book**_

**Rocketeer:** Err ... guys; you may want to get ready?

**Green Hornet:** Give us a minute.

**Rocketeer:** We don't have a minute.

_Curious, Spiderman makes his way to the cockpit and looks out of the window. Before him, he sees what looks like half a battalion of alien troops, all armed to the teeth and marching their way towards their Jet._

**Spiderman:** And here's me thinking that the difficult part was over. Guys ... time to work off that jetlag.

_The troops started to position themselves around the Jet, some of them setting up turrets. As a small number of them approach the Human vessel, its ramp opens up slowly. The troops gather round the opening cautiously but suddenly they hear the roar of a engine as Zorro, riding his Tornado Z speeds down the ramp, knocking down a few troops as he does so. A few of the alien troops opened fired at him, but her was moving so fast and zigzagging amongst them that many of them were taken down in the crossfire. Since they were temporary distracted by this masked rider, the alien troops failed to notice the other occupants of the Jet when they came pouring out._

_When a few troops finally noticed the rest of the boarders, they pointed them out to their comrades until most of them were all looking in the direction of Spiderman and the rest of the League; all in new costumes and posing in a battle stance._

**Spiderman:** All right fellers, here's the deal. We are here to commentate this ship so could you all just throw down your weapons and surrender please?

_A few of the alien soldiers just looked at each other in confusion before firing at the team of heroes. Each member scattered in different directions and engaged the aliens, while making the most use out of their new upgrades._

_**That's one way to say no ... Well at least we now get to test run our new suits; what do you think? Oh, that's right you lot can't see ... let me paint you a picture. Allow me to introduce you to the "Spider-Armour Mark lll"; this bad boy has built-in web-shooters, jet boosters and a customized helmet containing a hearing acuity device (I based it on Daredevils special hearing)and enhanced lenses with a holographic visor (sees through holograms and illusions).**_

_Spiderman uses his armours jet boosters to launch himself high into the air above a group of soldiers firing at him, but the energy blasts ricochet of his armours chest piece. As he lands amongst the aliens, Spiderman strikes out at them; punching and kicking them yards across the hanger bay._

_**Oh Yeah ... put together by the best mind at Parker Industries ... Me, in case that wasn't clear. I was so proud of this baby I decided to make one for all the Leaguers; every one of our armour has a ballistic vest and calve helmet, reinforced with contour carbon armour plates and wired for cellular and radio communication. Not forgetting a layer of micro weaves combination of Kevlar, Torreon and Horicon fibres – skinned in a titanium ceramic alloy in a neuron-symbiotic mesh which makes it resistant to heat, electricity, firearms and heavy impacts. They're durable enough to withstand one of Rhinos brute force assaults.**_

_He ensnares a group of alien troops with a wide web-net and swings them around over his head and throws them across the hanger._

_**What's Neuron-Symbiotic Mesh you ask? It's the latest thing from Parker Industry; a modern Bio-Electronic prosthetic; the materials density is determined by the signals from the wearer's brain and will protect them from bladed weapons, falls and impacts.**_

_He gestures his thump over to Phantom as he takes on a group of aliens (his new armour has a black and dark purple colour scheme and has a smooth helmet with a black visor that conceals and protects the top half of his face. The suit has a large collar that protects his neck and his Skull gun belt if visible at his waist). Each one is firing their weapons at him but Phantom easily dodges every shot. Ducking and weaving he runs up to them, tackles one to the ground, rolls over him and gets back up. He grabs hold of the weapon being held by a soldier next to him, yanks it out his hands, spins round and whacks him over the head with it knocking him to the ground. Phantom then back kicks the alien behind him, launching him off his feet but before he hits the ground, Phantom punches him in the gut, sending him flying and crashing into a group of troops about ten feet away._

_**If you thought that was cool then you should know that like an insect's exoskeleton, the mesh effectively amplifies the wearer's initial speed and strength by a factor of 2.5 times their normal output. So Phantom just struck that guy with the force of over 26 hundred pounds per square inch ... yeah that guys not getting up again for a while.**_

_Meanwhile at another corner of the hanger; Kato is single handily taking down groups of aliens with her incredibly impressive fighting skills which are now amplified by her armour (Kato's black armour doesn't look that much different from her regular set. Except that the mesh is worn under her coat, she has a mouth guard that protects her neck, jaw and mouth, also a pair of gauntlets that fires darts, Shurikens and other projectiles.) Her movements are now so fast that her arms and legs seemed like a blur to the untrained eye._

_Just as a large group of alien soldiers charged at her at the same time, a green mist suddenly engulfed the lot of them. In seconds each one of Kato's attackers had collapsed to the ground unconscious. She looked round to see her boyfriend; The Green Hornet standing a little bit away from her, emanating the gas from one of his hands (His armour his just like Phantoms but green coloured and covered by his long trench coat and instead of his gas mask, he now also wears a sleek new helmet which lenses gives him a more insect-like look. To finish off, he wears over his helmet a wide-brim green fedora)._

**Kato:** I have to admit ... the fedora is a good look for you.

**Green Hornet:** Really, you don't think it makes me look a bit too _**discreet**_?

**Kato:** You're wearing hi-tech armor in bright green colours ... _**nothing** _about you has ever been discreet.

**Green Hornet:** I thought you liked it that way?

_He hears something running up behind him so he quickly spins round and grabs hold of his attacker wrists as he tried to strike Hornet down. As his grip tightened, a small burst of yellow electricity emitted from his gauntlet and sent a current through the alien trooper and causing him to lose balance and fall down unconscious._

**Green Hornet:** I love my new Stinger.

_As the two of them team up to fight off a new wave of troops, at the other side of the hanger, Spiderman is now fighting back to back with White Tiger (Her armour is similar to the one she wore during the Singh War but with the Neuron-Symbiotic Mesh upgrades). The aliens surrounding them attack with their electro-staffs but they prove little effect against Tigers "tail" which strikes at anyone that gets close and even strong enough to lift Tiger off the ground. As they continue to fight, Spiderman noticed that the bulk doors leading out of the hanger are starting to close._

**Spiderman:** We need to finish up here quickly guys!

**White Tiger:** I gotta say web head ... I'm loving this new suit.

**Spiderman:** I made a special effort with yours; it's lighter so it should make you more flexible.

**White Tiger:** You would now about my flexibility.

_Spiderman just webbed up a pair of troopers, yanks them towards him and takes them down with a double haymaker. After which he looks back at Tiger with a puzzled look._

**Spiderman:** Huh?

_Suddenly his Spider-sense goes off and he leaps out of the way of the Tornado Z as it sped past with Zorro on seat (Like Kato, Zorro's armour is similar to his regular outfit except it looks lighter than the others and he wears it along with his cape and sombrero). He performs some hit and run attacks against the alien troops, slashing them with his sword as they rode past before stopping to admire their handy work._

**Zorro:** Like shooting fish in a barrel.

**Tornado Z:** _**Como se relacionan esta situacion peces tiros**_? (How does shooting fish relate to this situation?)

**Zorro:** It's just an expression ... We really need to work on your metaphors.

**Tornado Z:** _**Eso no fue una metafora era un simil**_. (That wasn't a metaphor it was a simile)

**Zorro:** ... Callate! (Shut up!)

_Suddenly Zorro's attention was directed towards a group of alien soldiers coming through the last open bulk door. In a flash, Zorro pressed a button on the bikes dashboard and a pair of miniature rockets fired from the front of the Tornado Z. Both rockets hit their targets, one landing and exploded right amongst the soldiers, blowing them all off their feet. While the other one strikes the bulk door just as it closed ... causing a huge dent in the side._

**Zorro:** Damn! Thought that would do the trick.

_Rocketeer lands right beside him and points her arm in the direction of the door._

**Rocketeer:** Allow me.

_She fires one of her rockets at the damaged door, only this time it was powerful enough to blow it to pieces. Rocketeer turned and smiled at Zorro._

**Rocketeer:** Leave it to the pros next time. Spiderman, we've got an entrance!

_Spiderman just finished up with the last of his opponents. He looked round to see that everyone else was victorious in their fights._

**Spiderman:** All right guys ... huddle up.

_The League members rush over to meet at the centre of the hanger._

**Kato:** Huddle up? What are we, a football team?

**Phantom:** Yeah like Spidey can catch a football.

**Spiderman:** Hey ... priorities man. Hornet you're up.

_Hornet presses a button on his wrist which activates a hologram that projects from his hand. It showed an image of the ship they were on._

**Green Hornet:** Unfortunately I couldn't get too far into their systems ... too alien even for me, but I was able to get a schematic of this ships' interior.

_The hologram now starts mapping out routes on the image with red lines._

**Green Hornet:** This is the quickest route to the bridge, this leads to the engine room and this should be the ships weapons system.

**Spiderman:** We all know what we have to do; Hornet and Kato, you two disable the ships weapons. Zorro, Rocketeer you two go for the engines...

**Tornado Z:** _**Oye!**_ (Hey!)

**Spiderman:** That means you too. Phantom, Tiger and I will take the bridge.

**Phantom:** This will be fun.

**Spiderman:** If we all do our part; we can take this ship down.

**White Tiger:** I hate to do this web-head, you've overlooked something?

_She pointed over to the wreaked Stark Jet, now smoking and on fire._

**White Tiger:** How are we supposed to get out of here?

**Spiderman:** I've got that covered.

**White Tiger:** ...?

_He activates his com-link built into his helmet._

**Phantom:** Hangers clear, you can land now.

_Just outside the hanger bay, a small drop ship "de-cloaks" and flies into the hanger, then landed at the centre of the battle. The drop ship was very dark and sleek design with two rotary wings on both sides. As it touched the ground, a hatch at the front opened and one by one, a platoon of human soldiers emerged from the ship. They were all wearing armour very similar to Phantoms and armed with sophisticated weapons. The soldiers then lined up in front of the League and their commanding officer approached Phantom, saluting him._

**?:** Phantom.

**Phantom:** Commander _**Guran**_ ... you and your men stay here and protect this hanger. We need you take us home when we're done.

**Commander Guran:** What do we look like a taxi?

_The Commander turns to address his men._

**Commander Guran:** _**Jungle Patrol** _... secure this area, now move out!

_The soldiers of the Jungle Patrol disperse and take up defensible position around the hanger._

**Spiderman:** I think that's our queue too ... let's go guys and good luck.

_Spiderman and his team all split up and head towards their separate objectives. Each one of these heroes knows what's at stake and are willing to fight with every inch of their abilities, because if they are successful in taking control of the Aeacus, it'll be one step closer to saving America ... maybe even the world._

* * *

**A/N: Hope this makes up for the delay... comment and review.**

**Thanks**


	11. Crashing and Burning

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment... apart from the story. **

**In short I don't own anything in this story.**

**This is just for fun.**

**Oh guys just to give you a better idea of what the League looked like; the inspiration for their new costumes (in particular ... Phantom) was the tech suit that the Phantom wore in his 2009 TV mini-series **

**Enjoy **

**Chapter 10: Crashing and Burning**

_Up in till recently, the forces of S.W.O.R.D. had failed to completely repel the alien invaders and were only just barely able to hold their own for a small amount of time. They suffered many losses and were on the verge of collapse ... but the tide of battle had finally turned in favour of Earths forces._

_Xandarian reinforcements; lead by their current leader – Nova Prime, had joined the battle around Earth's orbit and had started to push back the invaders. Although they only consisted of a few support cruisers ... they had managed to make a difference thanks to the support of Nova Primes new elite squad; The Supernovas. In the past these Novas acted as a black ops unit of the Nova Corps and undertaken the most dangerous and suicidal missions ever presented to the Corps, as such their members usually consisted of the most dangerous thieves and killers that the galaxy had to offer._

_These new Supernovas however were handpicked by the current Nova Prime so that he could create a powerful team to fight back against the Mongovian invaders. Each member wielded immense power; nearly 95% of the Nova Force was at their disposal and they wielded it with such conviction. With enough effort, a single Supernova is able to decimate a whole Mongo dreadnought on their own, while the Xandarian cruisers cleaned up after them. The Mongo forces tried to counter attack with their snub fighters but the Supernovas simply blasted them apart with the power of the Nova Force. _

_During the battle, Nova Prime raced towards one of the larger Mongovian dreadnoughts (The Peleus). Its powerful turbo lasers are firing in his direction in an effort of taking him down once and for all. However the leader of the Nova Corps is proving to be too fast and agile for the Peleus's targeting systems to lock on to. Nova Primes previous encounters with theses ship made him more than prepared for his assault; first he weaved his way around the laser fire until he was skimming along the surface of the ship's hull, firing a few blasts at its shields. As he reached the stern of the Peleus, Nova Prime fired a few powerful energy blasts and destroyed a few of the ships vital systems that were located there._

* * *

**The Peleus – Bridge**

_The ship's crew were trying to support themselves as the bridge shook violently under Nova Primes assault. Its Captain and first officer were getting back to their feet after being knocked to the ground from Novas last efforts, just as an ensign called over to them from his station._

**Mongo Ensign:** Sir ... that last attack took out our bridges _**defector shields**_!

**Mongo Captain:** Intensify the forward gun batteries ... I don't want that Nova getting through!

_Nova Prime had circled round to the bow of the ship and with the force of bullet train, he sped towards his target ... the Peleus's bridge, and sheer energy engulfing Nova Prime at that speed was enough to deflect any and all laser fire that managed to strike him._

**Mongo Officer:** Err ... Sir?

**Mongo Captain:** _**INTENSIFY FORWARD FIRE POWER!**_

**Mongo Officer:** Captain?

**Mongo Ensign:** Captain, It's all we've got!

**Mongo Captain:** I SAID...

**Mongo Officer:**_** TOO LATE!**_

_The Mongo Captain looked out of the bridges viewing screen and saw Nova Prime flying at full speed right at them, he and his first officer first reaction was to duck for cover but it was pointless. Nova Prime rammed himself right into the Peleus's bridge, breaking all the way through and blasting as he goes. When he finally broke through to the other side and back into space, he looked back to see the bridge explode into pieces and caused a chain reaction that lead to the rest of this large dreadnaught breaking apart into debris that engulfed the entire area._

**Nova Prime:** Star-Lord, do you read me? The "annihilator" class dreadnought is down, you and the Guardians can lead the rest of our forces towards the Peak station.

**Star-Lord:**_"Read you loud and clear kid ... Don't worry, we're heading there now. Just keep those other ships occupied will you?"_

**Nova Prime:** Will do ... and make sure you leave a few for master Rocket to take a shot at when the teams retake the station.

**Star-Lord:**_"Are you kidding? Rockets taking lead point ... he's got a score to settle with these red skinned bastards."_

**Nova Prime:** As do we all ... Nova Prime out.

_He takes a moment to look at the massive blue ball of a planet called Earth ... his home. Thanks to his immense power of the Nova Force he could see the destructive carnage occurring down on the surface even from this distance. All he could do was hope that his friends are all right and fighting back against the invaders. Suddenly his attention is drawn back to the battle around him as a smouldering Mongo snub fighter was thrown past him buy one of his Supernovas, that's now floating next to him._

**Supernova Carrie:** My Prime...? _**Sam**_!

**Nova Prime:** Huh?

**Supernova Carrie:** Are you alright?

**Nova Prime:** What ... oh yes ... yes I'm fine.

_He once again activates his com-link._

**Nova Prime:** Supernovas, form up ... I want to clear a path to the capital ship.

* * *

**New York City – The Aeacus – Night **

_Meanwhile; Spiderman, White Tiger and Phantom are fighting their way towards the bridge of this alien ship. So far they've encountered heavy resistance, every corner they turn, every corridor they run down they have to fight through wave after wave of enemy soldiers. Tiger uses her incredible acrobatics to out manoeuvre a small group of soldiers then cuts them down with her razor sharp "electric" claws. Spiderman ensnares a few soldiers with his webbing while Phantom blasts them with his twin blasters._

_**Oh hey guys! Just your friendly neighbourhood Spiderman here, laying the smack down on some alien stooges. For those of you who might have forgotten ... these guys showed up out of nowhere all over the world and started causing some major trouble. Now from what my old friend Dana managed to learn while back at the Sanctum is that nearly all the different hero teams you can think of; the Avengers, the Smashers, X-Men, Alpha Flight, Winter Guard and so on are all occupied all over the world dealing with this threat.**_

**_While here in the Big Apple, S.H.I.E.L.D. forces ... along with my friends Iron-Fist and Powerman are keeping these guys busy on the ground while the League (after taking advantage of a military strike) managed to get aboard this huge eye sore for a counter attack._**

_He quickly looks over to see a bunch of soldiers being torn apart by Tiger; bits of armour being ripped off, weapons broken into bits and Tiger mercilessly throwing them about like ragdolls._

_**If you wondering why Tigers acting a bit more ... aggressive than usual? Remember that it was suppose to be our honeymoon tonight. So instead of lying on a sunny beach in Bangalla, we're here trying to save the world. So you can imagine that Tigers feeling a little ... stressed.**_

* * *

**Cutaway**

Chibi White Tiger is jumping around face to face of a number of alien soldiers and savagely scratching the life out of their faces. Meanwhile Chibi Spidey is cowering in a corner ... shielding his eyes from the carnage unfolding in front of him.

**Cutaway Ends **

* * *

_**You should have seen her when I used one of her romance books as a coaster ... hey, it wasn't on purpose. **_

_Spiderman is brought back to reality when blaster fire narrowly misses him and he jumps out of the way to avoid them. He jumps onto the wall of the corridor and fires a small web ball at the group of soldiers firing at him, as the ball impacts the ground beneath them it explodes, ensnaring of them with webbing and trapping them into place._

**Mongo Soldier 1:** What the...?

**Mongo Soldier 2:** What is this stuff?

_Spiderman jumps down next to one of the soldiers and leans his elbow comfortably on him._

**Spiderman:** Impact Webbing ... one of my new gadgets that you chumps get the pleasure of guinea pigging.

_The soldier rambles something in an alien language before Spiderman activates his com-link._

**Spiderman:** Zorro, Rocketeer, have you guys reached your target yet?

* * *

**The Aeacus – Engine Room**

_Both Zorro and Rocketeer are surrounded by hordes of alien soldiers, most of them are firing their weapons at the two heroes but the masked swordsman is agile enough to avoid their energy blasts and gets close enough to slice apart their weapons with his blade. Meanwhile Rocketeer just takes the constant barrage of fire until she counter attacks with a round of missiles launched from her back. They home in on their targets and explode at their feet, sending them flying around the area. Next thing Rocketeer receives a call on her com-link._

**Spiderman:**_"Zorro, Rocketeer, have you guys reached your target yet?"_

**Rocketeer:** Yeah ... you're going to have to give us a minute. These guys really don't like us touching their stuff.

* * *

**The Aeacus – Corridor **

**Spiderman:** Just be ready when I need you ... Hornet, how's thing on your end?

**Green Hornet:**_"At the ships weapon systems now ... just give me some time and I'll shut it down."_

**Spiderman:** Are our hosts giving you some trouble?

**Green Hornet:**_"At first but ... you know how persuasive Kato can be."_

_During his com-link with Hornet, Spiderman could hear the sounds of grunting, yelling and thumping sounds in the background. Spiderman couldn't help but cringe as he imagined what Kato must be doing to those poor fools._

**Spiderman:** Sounds like things are going her way ... you know what to do when I give you the signal.

**Green Hornet:**_"Hey, I've got this ... Hornet out."_

_The link cuts out and Spiderman looks round to see Phantom using one of the alien soldiers as a shield while more soldiers are firing at them. He then summersaults out from behind his shield and while in mid-air he fires a few rounds at his targets knees, taking a few of them down. However a few of them try to get back up, but Phantom quickly uses his Skull ring to fire a "beam laser" at the ground beneath them, causing the floor to give way and the soldiers to fall through crash down hard below._

**Phantom:** Old Jungle saying; _"When the Phantom is rough, he is very rough."_

**Spiderman:** Hey, your sayings are improving.

**Phantom:** Thanks ... I found a whole list of them written in my father's journal.

**Spiderman:** Constantly working on his material ... I like him.

_Both heroes looked over to see White Tiger finishing off the alien soldiers she was fighting. She is now currently standing over a huge pile of unconscious bodies._

**White Tiger:** Phew! That was a good stress release.

_Both Spiderman and Phantom just stare wide eyed at her handy work._

**White Tiger:** What?

**Spiderman:** Nothing ... let's just get moving, the bridge isn't much further.

_On that note the three heroes make their way up the corridor towards the bridge, leaving behind the chaotic mess in their wake._

* * *

**The Aeacus – Bridge **

The Captain of the Aeacus sits in his command chair, barking out orders to his crew as he tries to regain order on his ship.

**Mongo Captain: **What's the extent of the damage?

**Mongo Ensign 1: **Most of the damage from that assault was done on our port side. Our shields took most of the impact but are still down and most of the port side turrets are destroyed or offline.

**Mongo Captain: **How soon can I expect them to be back online?

**Mongo Ensign 1:** Hard to say ... a few hours at most.

**Mongo Captain: **Then we are vulnerable; send a message to the _**Cimon**_. Have them reposition themselves at our location for support, this position is too strategically important to risk losing.

**Mongo Ensign 1:** Aye, aye sir.

**Mongo Captain: **And what of our unwelcomed guests?

**Mongo Ensign 2: **They separated into 4 teams, we're tracking them now; one is positioning themselves at hanger 9, two are pinned down near weapons and engines and the last of them were seen in sections 15-19 heading towards the bridge.

**Mongo Captain: **Close the blast doors on the bridge and activate the riot shields at sector 19, we'll box them in. Then send a full detachment of security droids to bring them to the bridge.

**Mongo Ensign 2: **Aye, aye sir.

* * *

**The Aeacus – Corridor **

_Spiderman, White Tiger and Phantom are still running down one of the many corridors of the bridge, when all of a sudden Spidermans Spider-sense goes off._

_**Oh boy, now what are we in for?**_

_Before any of them could react, a large number of small devices dropped down from the ceiling and encircled the three heroes, forming some kind of red energy shield around them._

**Phantom: **Oh you got to be kidding me!

**White Tiger:** Nice job Spidey!

**Spiderman:** Don't look at me, Phantom obviously tripped an alarm.

**Phantom: **First off; what alarm? We've been beating up this ship's crew for the last half an hour. Secondly; you're the one who led us down this way!

**Spiderman: **All I'm saying is your not really as light footed as the two of us.

**Phantom: **You cheeky son of a...

**White Tiger: **Clam up the pair of you! We need a way out of this.

**Phantom: **I might be able to use my ring to...

**Spiderman: **Don't bother.

**Phantom/Tiger:** Huh?

**Spiderman: **Because those guys are going to let us out and take us straight to the bridge.

_He points over his teammates shoulders, causing them to look round and see a large group of droids armed with blaster rifles march up from the opposite end of the corridor and surround the shield that has them trapped._

**Phantom:** What makes you think they won't just shoot use?

**Security Droid: **_Surrender ... you are surrounded ... take them to the bridge._

**Spiderman: **I've seen way too many Si-fi movies to know that that's always the next step when being captured.

**White Tiger:** ... I hate it when your geeky know how is right.

* * *

**The Aeacus – Bridge **

_Not long later, the security droids had escorted Spidermans team straight towards the bridge of the Aeacus. Though disarmed and restrained, the team keep their wits about them and remember their training. Phantom makes a note of how many armed personal are on the bridge, Tiger notices several cover and vantage points to exploit while Spiderman keeps his attention towards the Mongo Captain sitting in his chair as they're led closer._

_As the three heroes stand in line right in front of the Aeacus Captain and since he is wearing a black and gold officer's uniform and not a set of armour, Spiderman and his friends got a clearer look at what these aliens look like. The Captain was indeed humanoid in appearance but he possesses skin of a very dark shade of red and bright yellow eyes. His dark hair was well groomed and he sported a faint scar just under his eyes and across his nose (clearly an old war wound). Slowly the Captain gets up off his command chair and walks down to stand in front of Spiderman and his teammates ... examining them closely._

**Mongo Captain:** Interesting; I expected the soldiers of this planet to be a little ... older. Have we exhausted this planets military enough that they send children into battle?

**Spiderman: **Children? Pal ... I'm 22, and I admit I didn't expect you guys to have heads like an overgrown tomato.

_The Captain looks over to one of his officers._

**Mongo Captain: **What's a tomato?

**Mongo Officer: **It's a ... a ... I have no idea sir.

**Spiderman:** Think about.

_After thinking it over for a minute, the Captain looks back and scowls at Spiderman._

**Mongo Captain: **Earth scrum!

_He walks past the three of them and heads towards the front of the bridge, while the prisoners are forced to follow._

**Phantom: **We're here to negotiate Spidey ... best not upset him.

**Mongo Captain: **I have to admit ... I don't if it was bravery or stupidity that made you board my ship, but it doesn't matter now. You have failed and soon your comrades will be joining you.

**White Tiger: **I wouldn't bet on it.

**Mongo Captain: **Defiant to the end ... I admire that. Unfortunately for you your attack has done very little to stop us. Though my ship is damaged, reinforcements will be arriving soon to secure our position here.

**Mongo Ensign: **Captain, I have the Cimon on our scanners.

**Mongo Captain: **Arriving right on schedule. If it's any consolation ... your armour will make a fine gift for the Grand Admiral...

**Mongo Ensign: **Err ... Sir, something's wrong with our targeting system ... our weapons are targeting the Cimon.

**Mongo Captain: **What? Disable them now!

**Mongo Ensign: **I can't ... I'm locked out of the systems.

**_That can only be the work of one person._**

* * *

**The Aeacus – Weapons Control**

_While Hornet is sitting at the main control console, Kato is choking out the last of her opponents in a hold before dumping him upon the large pile of soldiers at the centre of the room and looking over to Hornet._

**Kato: **Have you finished playing about?

**Green Hornet: **Looks like we both are.

_He looks down at the screen in front of him as image of alien text appears._

**Green Hornet: **Don't need to read it to know what that means; "Do I wish to continue?" and my answer would be "yes".

He presses a button on the keyboard and turns back to Kato.

**Green Hornet: **Time to go catch a lift.

* * *

**The Aeacus – Bridge **

**Mongo Captain:** I said disable them!

**Mongo Ensign 1:** To late sir, we've open fired ... the Cimon took a direct hit.

**Mongo Ensign 2:** Captain, the Cimon is returning fire!

**Mongo Captain: _BRACE FOR IMPACT!_**

_Suddenly the bridge shook violently and most of the crew clung to their stations to avoid being knocked around. But the same couldn't be said for the security droids guarding Spidey and his team; they were thrown back towards the far end of the bridge and crashed onto the wall, disabling them._

_**And there's our opening.**_

_Tiger wrapped her tail around her binds and crushed them to pieces, freeing her in the process; she does the same thing to Spiderman and Phantom. With lightning precision, Phantom rushes over to recover his weapons from the downed droids while Spiderman starts webbing up some of the Aeacus crew. The ship's captain is in a panic; Prisoners escaping and taking control of the bridge, his ship taking damage from an ally ... so much going on that he doesn't know where to begin. Meanwhile outside, the Cimon has taken too much damage from the surprise attack and has been disabled while the Aeacus is barely holding together._

_After a few minutes of chaos, Spiderman and his team has secured the bridge, its crew are on their knees and webbed up and its Captain now stands beside them, with Phantom pointing one of his blasters right at his head._

**Spiderman: **Now that everyone's nice and comfy; I think now's the time to re-evaluate your position.

_**See what I did there? **_

**Mongo Captain: **How dare you ... you ... insect!

_**Should I inform him of the whole arachnid thing? ... Nah, I'll cut him some slack this time. **_

**Mongo Captain: **You think you've won?

**White Tiger: **Certainly looks that way.

**Mongo Captain:** Never ... in all my peoples history has a Captain of the Mongo Empire ever surrendered his ship to alien vermin. And I refuse to be the first.

_**This is starting to sound a little foreboding right about now. **_

_Suddenly the Captain slaps the insignia on his chest; then the emergency alarm is activated as ship begins to shake once again._

**Phantom: **What did you just do?

**Mongo Captain:** I have activated Emergency protocol 19.

**Spiderman: **And that's...?

_Hi was cut off as his com-link goes off._

**Rocketeer: **Err ... Guys ... the ships engines ... they've just kind of ... turned off!

**Spiderman:** WHAT!

**Mongo Captain: **Yes, the Aeacus will drop out of the skies of this world and crash down onto your precious city below.

**Phantom:** You son of a...

_Suddenly everyone lost their balance as the capital ship starts to slowly dip downwards. Everyone tries to grab hold of something as the ship starts to nose dive; Tiger uses her tail to grab hold of a ventilation grate that was behind her, Spiderman uses his powers to cling to the floor and fires a shot of web at Phantoms hand that fixes him to place. Unfortunately some of the Aeacus crew slides down the bridge and land on the pane glass windows. Before they could lift themselves back up, some of the bridges equipment came loose and fell down towards them, breaking the glass on impact and causing the crew members to fall out of the ship and towards their deaths. _

_The huge back draft that was created caused most of the other crew to lose their grips and fall out of the broken windows as well. Spiderman saw that Aeacus Captain was about to lose his grip as well and in the nick of time, fires a web line at him just as he let go. The captain now dangles below Spiderman as he tries to pull him up._

**Spiderman:** Just hold on!

**Mongo Captain: **You have no idea what you humans have unleashed here today.

**Spiderman: **Climb up or you'll die!

**Mongo Captain: **There are some things more far more frightening than death. You'll understand ... when_** he** _arrives.

_Just then the bridge shock violently again and caused more debris to break away and fall down towards the captain. His own command chair strikes him, breaking the web-line and sending him down and out of the window. Spiderman continues to look down at the spot that the Captain once was until he was brought back to reality by Tiger._

**White Tiger: **What are we suppose to do now Spidey?

**Phantom:** Any more great ideas?

_Before he could answer, Spidey had just received a message on his com-link. He smiles to himself and looks at Phantom._

**Spiderman: **Just one ... Fall!

**Phantom/Tiger: _What_**?

_Spiderman lets go of the surface he's clinging to and dives out of the window, followed by a reluctant Phantom and Tiger. As the three of them are free falling, the Jungle Patrols drop ship comes out of nowhere, flies below them and opens its hatch. With Spiderman leading the way the three of them land (hard) into the drop ship, amongst the rest of the League and Jungle Patrol. The hatch closes up and they all stager to their feet. _

**Phantom: **Remind me to never try that again.

**White Tiger: **I think I'm going to be sick.

**Spiderman: **Good job Sarah ... wasn't too sure if that was going to work.

**Phantom:** What the hell did you just say?

_Oh Come on, did you expect any less from me? ... Actually don't answer that._

**Green Hornet: **Sorry to interrupt ... but what about the big alien ship crashing onto New York City?

**Spiderman: **Nothing to worry about ... Sarah?

**Rocketeer: **_"Just got word ... Tri-Carrier Alpha as arrived. They blow that sucker to pieces before it gets close to the ground."_

**Spiderman:** See, Everything turned out nicely.

**Kato: **You had no idea what you were doing, didn't you.

**Spiderman: **Yes I did ... Ok I didn't know that the ship's captain would crash the ship himself but apart from that everything went according to plan.

**Rocketeer: **_"Let's just hope we're not the only ones saying that."_

* * *

**Mongo Command Ship "Telamon" – Earth's Orbit**

**Mongo Ensign 1: **Sir, The Oileus is down ... repeat the Oileus is down!

**Mongo Ensign 2: **The Nova Corps forces are advancing in our perimeter!

**Mongo Ensign 3: **Sir, our forces on the Earth station is being overrun ... we're losing our hold on it.

**Mongo Commandant: **What about our forces on the ground?

**Mongo Ensign 1: **Our forces are being pushed back in most sectors.

**Mongo Commandant: **This can't be happening...

**Mongo Ensign 2: **Commandant! The Nova has broken through our defensive line!

_The Commandant slumps back into his chair, unable to grasp the fact that this whole invasion effort seems to be completely falling apart. He looks around at his crew on the bridge, seeing the expressions on each of their faces, everyone wanting to know what to do next. He could only think of one thing left to do ... but he was scare. Not that it wouldn't work, but that no Mongo officer in the history of their Empire has ever given this order before, and he was afraid of the repercussions of this single decision._

**Mongo Commandant: **Our efforts have failed ... send this message to all surviving ships; Initiate _**Mongo stratagem 19.**_

_Silence engulfed the entire bridge as most of the crew just stare in surprise at the Commandant. Then his first officer approached him, almost hesitantly._

**Mongo First Officer: **A ... retreat ... you know what that'll mean...

**Mongo Commandant:** I KNOW!

**Mongo First Officer:** But our men still on the surface.

**Mongo Commandant: **DO IT!

_The first officer turned away and walked over to a com-station and spoke to the communication officer stationed there._

**Mongo First Officer:** Relay this to all remaining Captains; Mongo stratagem 19 ... full retreat.

_What remained of the Mongo fleet had started to break away from the battle and attempted to escape from the planets orbit. Unfortunately for them, the Supernovas weren't making it easy for them, Nova Prime and his team encage any and all Mongo vessels that tried to flee, obliterating them. _

_Their snub fighters tried to provide covering fire but it wasn't enough to deter the Supernovas; they just kept blowing them into pieces. Soon nothing but wreckage and debris occupied the surrounding space, only a handful of ships along with the Telamon had manage to out manoeuvre the Supernovas and make the jump to Hyperspace._

**Supernova Z'zz:** Buzzzzz, should we give chase Buzzzzz?

**Nova Prime: **There's no point, it's too late. Supernovas, let's make contact with S.W.O.R.D. command ... We've got some work to do.

**Supernova Carrie: **What do you mean?

**Nova Prime:** They've never been beaten back like this before, I'm not sure what's going to happen but I know this ..._** this is far from over**_.

* * *

**A/N: Oh Nova ... you have no idea. Hope this makes up for the late update ... Comment and Review.**


	12. Licking Their Wounds

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment... apart from the story. **

**In short I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 11: Licking their Wounds **

**Telamon – Bridge – Unknown region of space**

_The surviving ships of the Mongo fleet that attacked Earth had come out of hyperspace in a vacant part of space for some much needed repairs. The fleets Commandant is standing at the front of the bridge, gazing out of the main viewing windows at the shambles that was his fleet ... while contemplating to himself._

**Mongo Commandant: **How could this have happened? Our scouts informed me it was a tier 4 class planet ... My forces were more than surfactant. How could a primitive, backwater...

**Mongo Lieutenant: **Sir?

_He looks round to see one of his Lieutenants approaching him, carrying a datapad. _

**Mongo Commandant:** Lieutenant, how goes the repairs?

**Mongo Lieutenant:** Slowly sir, we lost nearly 70% of the fleet and what little remains suffered extensive damage at the hands of the Nova Corps and the human military. Not to mention we no longer have the numbers to repair the fleet on schedule.

**Mongo Commandant: **That's _**unacceptable** _Lieutenant! I want us ready to rendezvous with the main fleet in the next cycle.

**Mongo Lieutenant: **Sir ... the men are working as fast as they can. They'd have to work nonstop to be ready for then.

**Mongo Commandant: **Then I guess they'll be working **_triple shifts_**, won't they?

_He stares menacingly at the Lieutenant who slowly backs away from him._

**Mongo Lieutenant:** I'll see to it immediately sir.

_He turns to leave the Commandant alone but only takes a few steps before looking back at his commander._

**Mongo Lieutenant: **Sir ... you still have to send your report to...

**Mongo Commandant: _YOU'RE DISSMISSED_** ... Lieutenant.

_The Lieutenant walked away and left his commander along to gaze out at all his damaged ships, thinking about all the lives under his command ... and dreading what fate would await them._

* * *

**Earth – S.H.I.E.L.D. Tri-Carrier Alpha – Day **

_It's been a few days since the alien vessels had retreated from Earth, during the aftermath, the world have been working nonstop to try and re-establish stability. Damage Control and Stark Industries have been working to clean up the damage done and rebuild cities all over the world. Meanwhile, S.H.I.E.L.D. is currently working with other security organisations like Department H, Central Control and S.T.R.I.K.E. to exchange Intel, resources and keep order._

_Unfortunately the casualties during this short conflict were very high and the wounded exceeded the amount that normal "First Aid" organisations like Red Cross could handle. At the end of the Singh War, thousands of refugees were made homeless and left with nothing, not even food or basic medical aid. But thankfully this time the lesson of that war was learned._

_Parker Industries; though only founded a few years ago was now the largest developer and distributor of medical and cybernetic technology. They are working with governments and other organisations worldwide to help victims of the invasion by providing medical supplies, artificial limbs for everyone and anyone who needed it. Because of this, Peter and Ava were invited to an emergency summit on board S.H.I.E.L.D. Tri-Carrier Alpha along with other representatives in an effort to coordinate the restoration efforts. Currently the two of them are in their work clothes; Peter in a dark suit and open collared shirt, Ava in her white suit, both are being escorted by agents down the familiar corridors of the Tri-Carrier that the two of them spent their years of training._

**Peter: **Feels weird being back here. Feels like a lifetime ago.

**Ava:** We were only here a couple of days ago.

**Peter: **Well Yeah, But a lot happened that day ... no time to think about it.

_His business partner and lover quickly stood in front of him, forcing the two of them to stop. She took hold of one of Peter's hands in hers and placed her other on his chest. She smiles at him and he returns it, the two shares a small movement._

**Ava:** She's fine.

* * *

**A Few Days Earlier – Tri-Carrier Medbay**

_Even only hours after the Invaders retreated; S.H.I.E.L.D. was quick to start on missing persons reports. But it was enough for Peter to start worrying about his own friends and family; MJ was safe in the Leagues Sanctum, Harry (along with the other patients) was transferred to a more secure facility. But when it came to Aunt May he started to panic ... no one had seen her since the wedding and due to the aftermath of the invasion, he found it difficult to contact anyone that can help._

_It wasn't until later in the evening, when communication with S.H.I.E.L.D. was re-established, that Peter found out that Aunt May was being treated at the Med bay on board Tri-Carrier Alpha. When Peter, Ava and Kit had arrived to check on her, they were met with a surprising sight._

**Coulson: **This is completely humiliating.

**Aunt May: **Don't be such a baby ... Peter was never this **_whiny_**.

_The three heroes stood just at the med bays open door, staring and trying not to laugh at the scene before them. Agent Coulson is seen lying down on one of the beds; both arms in slings, right leg rose in a cast and plenty of cuts and bruises around his face to make him barely recognisable. Aunt May on the other hand was sitting by his bedside with the exception of a cast round her forearm she looked completely unharmed._

**Spiderman/Phantom: _AUNT MAY!_**

_She looked up to see the two of them rushed towards her. She smiled, stood up and embraced both her nephews, kissing them on the cheek._

**Aunt May:** Oh thank goodness you both safe. I was so worried about all of you.

**Phantom: _You_** were worried? I was terrified that something had happened to you.

**Spiderman: **I'm so glad you're safe Aunt May; we lost sight of you during the chaos at ceremony.

**Aunt May: **its ok boys, Phil here was trying to get me to one of those S.H.I.E.L.D safe houses when we were both attacked by those alien soldiers. So much was happening so fast that when Phil pushed me through the entrance, I fell and sprained my wrist.

_In an instant Phantom spun round angrily at Coulson and attempted to draw his blaster but Tiger leapt forward and grabbed his wrist in time. _

**Phantom: _YOU PUSHED MY AUNT!_**

**White Tiger:_ KIT NO!_**

**Coulson: _WHOA!_**

**Aunt May:** Kit stop! When I was inside, Phil locked me inside while he stayed outside to protect me.

_At hearing this, Phantom stopped fighting Tiger and finally calmed down. Aunt May then slapped Phantom on the back of the head for doing something so stupid, forcing him to mutter an apology to Coulson. Satisfied with this, she approached Ava and gave her a big hug._

**White Tiger: **I'm all right May.

**Aunt May:** I know dear ... I just feel bad about your wedding that's all. It was perfect before...

**White Tiger: **Yeah ... it was.

**Aunt May: **Oh well ... just have to try again I suppose.

**Spiderman: **Hey, one wedding was expensive enough.

**Aunt May/White Tiger: **You stay out of this!

_**Why do I bother?**_

* * *

**Present Day**

**Peter: **I know, she's the toughest women I know ... Ok _**one** _of the toughest.

**Ava: **I know, I never been invited to one of these meetings.

**Peter:** I'm still surprised we even got invited.

**Ava:** That's because you were very vocal at the last one.

**Peter: **Hey, Spiderman needed answers ... plus Fury was cool with it.

**Ava: **He nearly had you _**court marshalled**_!

**Peter: **Key word being "_nearly_".

_Ava just smirked at him then followed the escorts into the main conference room on board. As the two of them entered, Peter could see all those in attendance; Tony Stark, Captain America, Hulk, Black Widow, Werewolf by Night, Wolverine, Mr Fantastic and Director Fury himself. _

_**You'd think after a few years of hanging around the greatest heroes in the world that I'd be use to it ... right? **_

**Director Fury: **Well now that we're all here ... I called this meeting because everyone here has the best chance in getting the country up and running again.

_**Well you'd be wrong. I'm totally geeking out over this. **_

**Tony Stark:** Those pesky little red men managed to knock out nearly all of our satellites ... Even mine!

**Captain America: **What did they do?

**Mr Fantastic: **Their ships used a sophisticated weaponised E.M.P. technology that nearly _**crippled** _the planets global communications.

**Director Fury: **Only some of our secure networks were unaffected, but they're not efficient enough to maintain something worldwide.

**Black Widow: **S.H.I.E.L.D. forces have been depleted by 60%. We lost Tri-Carriers Beta, Sigma, and Delta ... Zeta is under heavy repair and only Alpha is functional. I also managed to receive reports from Commander Brand; they lost nearly 83% of their forces and The Peaks under repair but it'll be a while before its back to 100% again.

**Director Fury: **So when they attack again we may not have the ability to repel them a second time.

**Hulk: **What do mean a second time? We_** smashed** _them back once already; I'll doubt they come back for a second helping so soon.

**Director Fury: **Unfortunately Hulk, recent Intel suggests that they'll be back.

**Wolverine: **Who's dumb enough believe that?

_One of the doors at the other end of the conference hall slid open then Star-Lord, Rocket and Gamora stepped inside._

**Star-Lord: **That would be us.

**Tony Stark: **Quill

**Star-Lord: **Stark.

**Director Fury: **The Guardians and the Xandarians arrived just in time to push these invaders back and the ships they brought are helping with the repairs of the Peak.

**Gamora: **The only reason we bothered to pull this dirt of a planet out of the fire as a favour to a friend of ours.

**Ava: **Who?

**?: **That would be me.

_Behind the Guardians a few more figures emerged into the room; they were dressed as Novas with black helmets, one was a female humanoid, the other was a bipedal green insect and they were flanking a young human in a similar uniform with additional robes but were instantly recognisable to both Peter and Ava._

**Peter/Ava:** Sam!

_Nova Prime smiled at the two of them but before he could do anything else the bug-like Nova stepped forward._

**Supernova Z'zz: **Buzzzz ... Address him as ... Buzzzz ... Nova Prime ... Buzzz ... Human!

**Nova Prime: **It's alright _**Z'zz**_, these two are the exceptions.

**Peter: **Well aren't you a sight for sore eyes Sam.

_He looks down at Nova Prime and sees the battle damage all over his armour._

**Peter:** A very _**beat up**_ sight ... talk about being through the wars, today must have been rough on you too.

**Nova Prime: **Not all of this came from today.

_Before Peter or Ava could question him, Fury interrupted them._

**Director Fury: **There's something you all need to hear.

_A few minutes later, everyone was gathered round the conference table, looking at a large hologram star map above them that covered a number of alien galaxies ... including their own._

**Rocket: **You really think these guys only cared about this backwater world? The _**Kree**_, _**Skrull**_, _**Phalanx**_ ... hell even the _**Shi'ar** _have been hit hard by these guys.

**Mr Fantastic: **All of them?

**Tony Stark:** How is that even possible?

**Nova Prime: **They have the largest military force we'd ever seen. Seriously, what attacked Earth was a recognisance fleet compared to their main one; Heavy Infantry, Combat Droids, War Beasts. I mean these guys have laid waste to world after world with their _**weapons of mass destruction.**_

**Captain America: **We never encountered and WMD's

**Star-Lord: **They probably thought this planet would be easy picking so they thought they wouldn't need them.

**Hulk: **Who are these guys?

**Nova: **We don't know ... we don't have any idea where they came from. But their intentions are clear ... complete and utter _**galactic domination**_.

_Earths mightiest heroes looked to each other, wondering what they were going to do next before Nova Prime spoke again._

**Nova Prime: **The worst part is; these guys are making the biggest galactic superpowers look like _**pushovers**_. They've never been beaten back like this on any of the fronts. I have no idea what's going to happen next.

* * *

**Chandilar – Shi'ar Galaxy**

_The throneworld of the mighty Shi'ar Empire; Chandilar, once stood as an example of everything that was advanced; Technology, Medicine, Space Travel and even Military power. However when the Mongovian armada arrived in their territory, that might was put to the test. Due to the size of their Empire spanning over thousands of civilizations, the resources of the Shi'ar would normally be enough to overpower any enemy force ... but not this one. The campaign turned into a war of attrition; each side fighting each other to a near standstill. Though they held off the Mongovians for longer than any other race, the Shi'ar hadn't the experience for a campaign as long as this._

_Slowly their forces were being pushed back world after world until the Mongovian armada was at the very doorstep of the Shi'ar throneworld. The final days of the campaign ended with a month long siege of Chandilar. The planets orbital shields held off any bombardment for a long time, until the Mongovians unleashed a super weapon that completely overloaded the power source. After that, planetary deployment had commenced and it wasn't long before the Shi'ar found themselves completely overrun by the Mongo ground forces. The Capital city fell within hours and the once proud Shi'ar people were brought to their knees. Its leaders and even it's Majestrix; Empress Lyandra Neramani ... are awaiting their fate. _

_When the siege began, the Empress ordered her Imperial Guard to protect the members of the High Council while she led her forces from the front line. After a tiresome and costly defence of her city, the Majestrix of the Shi'ar Empire; Empress Lilandra is now being escorted under heavy guard through the ruined remains of her place. Dead soldiers from both sides littered the ground she walks on. The decorative tapestries and artwork depicting the empires history over thousands of years were ether destroyed or being plundered by the invaders, a sight that made her sick. As she is lead towards her throne room, Lilandra holds her breath and her tears as she witnesses the sight of her mighty Imperial Guards, lying about the corridors; Titan, Flashfire, Warstar, Manta, Earthquake, Hussar and Oracle. Every one of them looked as if they had fought to the bitter end._

_When she is finally led into the throne room, walking past two Mongo soldiers guarding the door with their war beasts (Giant bear-like creatures in red armour called "Urso") she looked in horror at the sight before her. The High Council members bound, on their knees and guarded by Mongo troops while at the foot of the steps that led up to her throne, she saw a huge figure in black armour holding Gladiator; her most powerful warrior and head of the Imperial Guard, up with one arm and choking the life from him._

_The Black warrior turned to look at the Empress and then flung his victim across the room, landing and skidding to stop right in front of her. With great effort he rolled onto his back and looked up at his Empress, coughing and spitting blood from his mouth._

**Gladiator: **For ... forgive me ... we ... tried.

_He fell unconscious and was left there as the Empress is pushed over to stand just in front of this mysterious dark warrior. He completely towered over her, his armour barley having a scratch on it. She looked up at him but couldn't see his face because of his helmet; however his visor emanated a red glow that would intimidate anyone ... except for her._

**Empress Lilandra:** Stand aside ... you mindless_** brute**_.

_He reached over his shoulder to grab hold of the long sword handle attached to his back. But before he could unsheathe it, a voice commanded him to stop. _

**The Emperor: _Lord Null_**! Stand aside for the lady.

_He obeys and Empress Lilandra looked up to see Nulls master. Sitting upon her throne is a hooded figure wearing robes that are long and flamboyant, black with gold trimmings and decorated with golden patterns along the torso._

**The Emperor:** My apologies ... My _**Hammer**_ is the sensitive type. Greetings Lilandra of the Shi'ar, I trust my men were gentle with you?

**Empress Lilandra:** I am _**Empress-Majestrix Lilandra Neramani, Lux Gloriana of the Shi'ar Empire**_! I am not a mere child and you will address me with respect!

_The entire room fell silent, everyone awaiting the Mongo Emperors response._

**The Emperor:** As you wish ... cling to those titles if you insist, however they now ring hollow. Your fleets destroyed, your armies are decimated. Even your mighty Imperial Guards have fallen to my power and litter the ground beneath me. The worlds of the Shi'ar now display my banner and the very fate of your species is now placed between my finger tips ... just waiting for the slightest squeeze...

**Chancellor Araki:** The Shi'ar will never...!

_In a flash The Mongo Emperor raised his hand which was followed by a blinding light. When everyone uncovered their eyes, they stared in disbelief at the smoking ashes in the spot that the elderly Chancellor Araki once stood._

**The Emperor:** Although he ruined my speech ... This is actually better at making my point _**visually**_.

**Empress Lilandra:** You monster! You cannot win! The Shi'ar may have fallen, but others will stand in your way!

**The Emperor:** I would incline to believe if the **Skrull**, _**Kree**_, **_Phalanxs_ **and _**Chitauri** _hadn't all said the same thing.

_Lilandra's mouth dropped open and she began to shake her head_.

**Empress Liandra:** You're**_ lying_**!

_Before she could even blink, the Mongo Emperor was now standing in front of her and placed his hand on her fore head. Her mind was immediately bombarded with visions of death and destruction; The Mongo fleet invading the Kree throneworld, inhabitants of isolated worlds being annihilated with super weapons, Skrull soldiers being overrun by unrecognisable beast-like warriors bearing the Mongo colours. Civilisations all over the universe being enslaved and subjugated in prison complexes on a unfamiliar red world._

_As the Mongo Emperor removed his hand, Lilandra collapsed to the ground and began to sob. She couldn't believe it ... she mustn't. She slowly looked up to see the Mongo Emperor looking down at her from behind his hood._

**Empress Lilandra:** What ... What are you?

**The Emperor:** I have existed before the atoms of this planet were even formed. My will has determined the very evolution of entire species. My wrath has burned a thousand worlds and will burn a thousand more. The entire cosmos is what it is due to my very presence! I am the new God of this reality! _**I AM M...**_!

_A soft beeping sound is heard from inside his robes. Slowly the Mongo Emperor reaches inside and takes out a small disk-like device and activates it. Lilandra saw a small hologram of a black robed alien appear; its face and arms seem to be made of a gold-metallic material so the Empress couldn't tell if the being was man or machine._

**The Emperor:** _**Viceroy Klytus**_ ... There had better be an excellent reason for this interruption.

**Viceroy Klytus:** A thousand apologies my esteem eminence, but a matter has occurred that might require your _**a****ttention**_.

_The Mongo Emperor turned and walked away, talking to the hologram. Lilandra couldn't hear what they were talking about but it didn't take her long to realise that it must have been bad news._

The Emperor: _**SAY THAT AGAIN!**_

_The war-beasts nearby howled and roared at the outburst and the Shi'ar Empress looked up to see that her guards were having trouble keeping their weapons steady ... since their hands wouldn't stop shaking._

**The Emperor:** Null! _**Execute**_ each member of the High Council and bring the Empress to my ship ... I need to address my court.

_He then walked towards Lilandra until he was only a foot away from her._

**The Emperor:** Unless you wish to meet the same fate as your council. You will tell me everything you know about this ... _**Earth**_.

**A/N: Is it me or does my pants feel wet? Comment and Review.**

**Thanks**


	13. Court of Mongo

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment... apart from the story. **

**In short I don't own anything in this story.**

**AllyMarvel: lets just say Lilandra will show up again soon. and ... err ... wait and see.**

**Burke23: 1 - Ajax is the name of a Mythological Greek hero. 2 - S.W.O.R.D stands for Sentient World Observation and Response Department. 3 - Tornado Z was inspired by "Lopez" from Red vs Blue ... its just a joke. **

**TearDrop: No I'm back home now and thanks for the cupcake.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 12: Court of Mongo**

**Unknown region of space**

_The remnants of the Mongo fleet that attacked Earth were still under repiars when another Mongo Dreadnought emerged from Hyperspace just ahead of them. This one was another "Annihilator" class Dreadnought similar to the Telamon and is leading a few smaller class ships. It waited quiet a distance away from the Telamon fleet ... doing nothing. That was until a small transport shuttle left the Dreadnoughts hanger, accompanied by a squadron of snub fighter escorts and made its way towards the Telamon._

* * *

**Telamon – Communications **

**Inter-comm****: **_"Command Ship Telamon ... This is shuttle ES21; code clearance: RED. We're beginning our approach ... deactivate your security shield." _

**Mongo Comm-officer:** You are clear to precede shuttle ES21.

**Inter-comm:** _"We've started our approach ... I suggest you bring out the welcome party."_

_The comm-officer took in a deep breath and turned to his superior standing behind him. The two of them gave each other a very sombre expression, and then his superior cleared his throat._

**Mongo Officer:** Inform the Commandant that the _**Generals**_ shuttle has arrived.

**Mongo Comm-officer:** Aye, aye sir.

_A little while later, the shuttle made its way towards the Telamons' hanger bay and docked inside. As it lands on the hanger deck, a platoon of soldiers march over and stand to attention in two lines facing each other in front of the shuttles ramp as it lowers down. The Commandant (along with his first officer) walks up between the line of soldiers and stands just at the foot of the ramp and waits in anxious anticipation._

**Mongo First Officer:** Is it true what they say about the General?

**Mongo Commandant:** Just do what I do and you'll be fine.

_Slowly ... an elegant figure walks down the shuttle ramp; a female humanoid, dressed in a form fitting black and gold military uniform with the Emperors insignia on her chest. She wore a golden headdress that covered her head but left her face visible. Her beautiful features revealed that she didn't have the same red skin and yellow eyes of a Mongovian ... because she wasn't one. Her species had a faint "grey" skin colour, dark hair and piercing eyes. She herself stood at about 5ft 6, just smaller than the Commandant ... whom looked like he was about to wet himself._

**Mongo Commandant**: _**General Kala**_ ... this is an unexpected pleasure ... we are honored by your presence...

**BANG!**

_Suddenly the Commandants head just exploded; chunks of him cover the ground around them, not to mention all over the first officer. He looks in shock at his superiors remains, then back up towards this terrifying General. He noticed the small probe-like device she used before dropping her arm to her side and saw the creepy smile she gave him._

**General Kala:** Congratulations on your new promotion.

**Mongo First Officer:** ... I'm ... honored...

**General Kala:** Do not _**flatter** _me with your gratitude. I'm here to bring your forces back to the main fleet.

**Mongo First Officer:** I assure you General that the men are working on the repairs as fast as they can.

**General Kala:** Perhaps I can find new ways to ... _**motivate them**_.

**Mongo First Officer:** These men are the most disciplined and effective force in the Empire...

_The General suddenly stopped walking and turned to slap the Officer hard in the face, nearly knocking him over._

**General Kala:** These pathetic excuses for soldiers were thrown off a backwater world by a race of primitives! They embarrassed the Empire ... They humiliated me _**and**_ the Emperor!

**Mongo First Officer:** The ... Emperor _**knows**_?

**General Kala:** I was there when Viceroy Krytus had to inform his majesty. Would you like to know how he took the news?

* * *

**The Emperors Reach – Throne Room – Shi'ar Space**

_After the sacking of Chandilar, a collection of the Mongo Empire's military leaders and officials were summoned by the Emperor himself to attend an emergency meeting onboard the Emperors personal flagship "The Emperors Reach" which is poetically named such to describe that (like the Emperor himself) nothing is beyond its power._

_However the throne room that's situated inside really reflexes the Emperors grandiose personality. The space is large enough to hold hundreds of people and everything inside is engulfed in a deep shade of red; its walls, ceiling and even the floor is the same shade. A few ornaments decorate the interior walls, including a bizarre collection of different coloured crystal formations that light up the throne room. _

_Those attending this meeting are gathered in the centre of the throne room; some came personally while others were holograms of their counterparts elsewhere in the galaxy but they consisted of some of the most important beings in the Mongo Empire. Standing amounts them was the beautiful General Kala, a hologram of Grand Admiral Nemsis and various other members of the military and representatives of the vastly different alien species of the Empire._

_Most of them were alien humanoids with different shades of skin tones, while some were more "beast-like", like lizards and cats. A few were in the form of giant "Golem-like" creatures covered in ice or flames and others ... it was hard to tell if they were organic or machine. _

_All of them were gathered at the base of the large staircase that leads up to the Emperor sitting on his golden throne. It had an oval shaped back with priceless gems decorating it, and its armrests were as clear as crystals. There was another throne placed beside the Emperors, smaller but with a similar design, while standing on the other side of the Emperor was Viceroy Krytis. Everyone was waiting with dreaded anticipation, theses meetings with the Emperor rarely turned out well for some. _

**The Emperor: **My, my...

**Viceroy Krytis: **You're Majesty?

**The Emperor: **Why do we all look so glum? You should all rejoice ... never before has this glorious Empire of ours has demonstrated its power and resolve on such a large scale.

_For a moment some members of the court looked as if they were starting to relax a bit, thou others seemed restless._

**The Emperor: **Grand Admiral Nemsis ... how does our forces dwell on the Xandarian front?

**Grand Admiral Nemsis: **_"They have made an alliance with a species known as the Dire Wraiths and what remains of the Skrulls. However our forces have been successful in countering any stratagems that they have been foolish enough to attempt ... thanks to **my** brilliance of course."_

**The Emperor:** Indeed?

_Nobody seemed to notice General Kala rolling her eyes at Nemsis inflated ego, which was until the Emperor turned his attention towards her._

**The Emperor: **And what of your campaign against the Kree Empire, General Kala?

**General Kala: **Their ridged and uncompromising tactics are laughable ... the only thing they have is sheer brute force. It won't be long before my fleets ware them out and we take their home system.

**The Emperor: **That is most excellent news ... Anything else I should be aware of?

**Viceroy Krytis: **Some of our stealth fleets have reported back; the _**Badoon**_, **_Spartoi_** and _**Makluans**_ are aware of our presence and have started to reinforce their boarders ... for what little good it'll do.

_Every member of the court was laughing at this remark, even the Emperor seemed to be amused by this statement as he chuckles to himself._

**The Emperor: **It seems that everything is proceeding as I have predicted. I have nothing to worry about ... nothing at all.

_The court all mutters in agreement ... that was until the Emperor rose up one of his hands to silence them._

**The Emperor:** Actually, there was one thing; after I had brought the Shi'ar Empire to its knees along with its Empress ... Explaining to her the Shi'ar's peoples new place in my Galactic Order, I had received a message from my Viceroy. Apparently one of General Kala's fleets that were assigned to the Sol system has been ... Oh, what was it you said Krytis? Ah yes...

_Immediately the Emperor leapt out of his throne, took a few steps forward and in a loud terrifying voice that nearly shook the entire capital ship to its structural interiors._

**The Emperor:** THEY WERE _**ANNIHILATED!**_

_The entire court shuddered in fear at the Emperors fury, even his Royal Guards looked to each other in anticipation. Next, the Emperor walked down his throne steps until he was right in front of his court. Then General Kala slowly approached the Emperor and went down on one knee._

**General Kala: **My Emperor ... Please forgive this failure. I will see to it that those that failed you will be punished...

_Without warning the Emperors hand was around the Generals throat and she was lifted high off her feet, held up high by the Emperor._

**The Emperor: **I had such high hopes for you ... Kala ... out of all the Omadrian slaves in the Empire, only you rose to claim the station that you posses. You had proven yourself useful to me over your years of service. But if your men could not even conquer a pathetic backwater world, then I must ask myself why I should let this failure go unpunished.

**General Kala: **Ugh ... My ... Emp ... Ugh ... please...

_Before the Emperor closed his tight grip, Viceroy Krytus stepped forward to intervene._

**Viceroy Krytus: **Your eternal Majesty ... if I may? The General here may not be entirely at fault. If you recall the Shi'ar Empress told you? This ... Earth was isolated from the rest of the universe due to a decree from the _**Galactic Council**_. Even they kept their distance from this planet and the fleet that General Kala sent was obviously completely underprepared for this worlds defenders.

**The Emperor: _Get to the point_**!

_He continues to stand in the same spot ... half strangling his General as he pondered his Viceroys advice._

**Viceroy Krytus: **Also, hearing about the sudden demise of our greatest General would only demoralize our forces and hinder the war effort even further. Surly you can find an alternative way for the General to atone for her mistake.

_For a moment it seemed that the Emperor wasn't listening to him. But then suddenly the Mongo Emperor opened his hand and allowed General Kala to drop to the ground ... gasping for air._

**The Emperor: **You are fortunate General that the Viceroy provides me with such ... _**wise**_ council.

**General Kala: **Thank you ... thank you.

_Her Emperor turned away from her to address the terrified looking officials._

**The Emperor: **Leave us!

_His court (with the exceptions of Kala, Krytus and Nemsis) bowed respectfully before hurrying away out through the main entrance. Leaving the Emperor and his closest advisers to discuss the next matter more privately_

**The Emperor: **Viceroy.

_His golden adviser pressed a button on his gauntlet. A large red hologram of the particular world in question appeared above their heads._

**The Emperor: **Remind me Viceroy?

**Viceroy Krytus: **An obscure body located in the Sol System of the Milky Way galaxy, Your Majesty.

**The Emperor: **Milky Way ... Who names these places?

**Viceroy Krytus: **Most likely the riffraff that evolved on this world, Your Magnificence. Conflicting reports refer to it as _**Terra**_ or _**Midgard** _but the inhabitants refer to it as the planet ... _**Earth**_.

**The Emperor:** Oh yes ... what a very dull name. Why do I get the feeling I've heard it before?

**Viceroy Krytus: **Your Majesty, as you no doubt aware that before your arrival, you ordered us to collect samples of some of the different species to be found across the cosmos for study. It has now just occurred to me that we did recover an inhabitant of this world some time ago.

_Suddenly another hologram appeared beside the one of Earth and it was of a human dressed in black and red spandex. A familiar costume mercenary known only as..._

_**DEADPOOL! Yeah!**_

* * *

**Prosp88: **What the...?

_**Hey guys, Hope you've all been tickety-boo since the last time I saw ya?**_

**Prosp88:** Err ... Deadpool? You're dead.

_**Your point?**_

**Prosp88: **Just go back to being dead please. I've got a lot of work to get done.

_**Aww ... does someone feel a little butt hurt?**_

**Prosp88: **If you don't ... I'll tell Death about that little case of Gonorrhoea you've got going on?

_**Hey! How did you know about that? That's personal.**_

**Prosp88: **I have the medical records to prove it.

_**All right fine ... no good ... razzle frazzle ... Peace out bitches!**_

**Prosp88: **Finally ... now where was I ... oh yes...

* * *

**The Emperor: **Yes I remember this ... _**creature**_.

**Viceroy Krytus: **If this Earth consisted of more beings similar to this one. It is hardly surprising that the Generals forces had ... difficulty.

**The Emperor: **Apparently ... Viceroy, do you recall what I said regarding this world?

**Viceroy Krytus: **That you would destroy it later, Your Highness. Also that you like to play with things before annihilation.

**The Emperor:** I believe that playtime is now ... _**over**_.

_He swiftly turns to walk back up the stairs to sit on his throne, then turns to address his remaining court._

**The Emperor:** General Kala; you will leave for this "Milky Way" Galaxy immediately and rendezvous with our remaining forces there. Discipline them however you see fit and have them prepare ... for my **arrival**.

**General Kala: **Yes your Majesty.

**Viceroy Krytus: **You intend to go yourself, my eminence?

**The Emperor: **Not alone.

_He looks over to his Viceroy with the sternest look._

**The Emperor: **Summon my _**War-Chiefs**_.

_The Viceroy bowed in acknowledgement and activated his com-link. Soon several more holograms appeared before them. Some were the same race as those members of the previous court but they looked more fearsome and battle hardened._

_These included a muscular humanoid bird man with talon-like hands and feet, sporting humongous wings, a humanoid cat with razor sharp teeth and claws, two large golems, one of ice while the other is composed of rock and magma. The two golems were both blocking the view of a small lizard-like creature. Each War-Chief drop on one knee as the Viceroy announces each one. _

**Viceroy Krytus:** _**Chief Vultan**_ of the Hawk-Men, _**Chief Jugrid**_ of the Lion-Men, _**Chief Garax**_ of the Frost-Men,_** Chief Gundar**_ of the Magma-Men and _**Chief Undina**_ of the Gill-Men.

**Chief Vultan: **Your humble servants wait on you on a bended knee, our Emperor ... what is your bidding Master?

**The Emperor: **There is a matter of great importance that only my finest warriors can accomplice. In a barren region of the cosmos there is a world... Wait! One is missing.

_He turns to face his Viceroy._

**The Emperor: **Krytus ... where is she? Where is my _**daughter**_?

* * *

**Kree Empire – Turunal Star System **

_Despite being one of the most powerful military powers in the entire cosmos, not even the Kree Empire could stand against the sheer steamroller power of the Mongo Empire. After a destructive campaign, the Kree throneworld of Hala has fallen and is now under occupation. Its people are being oppressed and are suffering under the new regime. Men, women and children are being processed; divided up to work as slaves for the Mongovians. _

_Most of the Kree's high ranking officials are either dead or imprisoned. Only the Kree's Supreme Intelligence had survived ... fleeing the throneworld and abandoning his people to their fate. At this current moment; the Supreme Intelligence is being smuggled out of Kree territory by a small stealth envoy under the command of Ronan the Accuser._

* * *

**Kree Command Ship – Bridge **

_While sitting at the command station of his ship; Ronan the Accuser looks down at his subordinates, gripping his hammer in frustration._

**Ronan the Accuser: **How long before we reach neutral space?

**Kree Ensign: **Estimation ... 7 minutes sir.

**Ronan the Accuser:** Is ours stealth fields still functional?

**Kree Ensign: **Affirmative ... We have remained undetected by any Mongovian vessels in our vicinity.

_The Accuser merely grunted in approval before activating the ships intercom and brought up a holo-screen of the **Supreme Intelligence** itself, located in a secure area of the ship._

**Ronan the Accuser: **Supremore, It appears our escape has been successful.

**Supreme Intelligence: **_"I agree with your assessment Grand Accuser. With the fall of Hala, protocol dictates that leadership must be preserved at all cost..."_

_Before Ronan could respond, an alarm goes off on the bridge. He quickly turns to his crew, expecting an explanation._

**Ronan the Accuser: **Report!

**Kree Ensign: **Grand Accuser, our sensors are picking up a lone craft heading in our direction.

**Ronan the Accuser: **On screen!

_A large Holo-screen appeared showing the vast space in front of them, along with a close up image of a single snub fighter._

**Ronan the Accuser: **Only _**one** _ship?

**Kree Ensign: **It appears to be Mongovian in design, but...

**Ronan the Accuser: **What is it?

**Kree Ensign: **It doesn't match anything in our database; it must be some kind of new model.

**Ronan the Accuser: **I thought our fleet is undetectable from the Mongovians?

**Kree Ensign: **We are ... but sir we are only 4 minutes from neutral space.

**Ronan the Accuser:** Then it matters not. Order what fighters we have to engage this ... madman while we continue on.

* * *

_The Envoy launched several of their own snub fighters to engage the single Mongo ship. Squadrons of them had formed up and proceed to their target. However this single Mongo fighter didn't deter from its course and just headed straight for them. The Kree opened fired but each one of their shots missed since their target kept avoiding contact by the use of impressive manoeuvres and spins. As the Mongo fighter got closer it opened fired at the Kree fighters, each shot hit its intending target. As several Kree fighters were destroyed it forced the remaining ones to break formation and scatter, while the lone Mongo fighter just flew right through them and headed straight for the envoys command ship._

* * *

**Kree Command Ship – Bridge **

**Inter-com: **_"We just lost Shadows 2, 3, 5 and 6."_

**Kree Ensign:** Grand Accuser! Enemy fighter coming in at mark 1!

**Ronan the Accuser: **This is Impossible!

* * *

_The Mongo fighter flew along the hull of the Kree command ship and opened fired at essence components of the ship; engines, weapons and shields. Not to mention its stealth field generator, forcing the ship to de-cloak. The remaining Kree fighters attempted to reengage the Mongo fighter, only to find themselves constantly being out manoeuvre by this unbelievably skilled pilot. _

_More and more Kree fighters are mercilessly destroyed and the few support ships that made up most of the envoy proved ineffective against the speed of this lone fighter. As their turret fire attempted to blast the fighter, it merely flew circles round them before destroying several of them with torpedoes that just tore through their shields. Before long only the Kree command ship was left, disabled and floating in the void of space._

* * *

**Kree Command Ship – Bridge **

**Ronan the Accuser: **NO! No, no, no!

**Supreme Intelligence: **_"15239.72; the Mongovians defeat Kree sentries on colony Z28 with overwhelming force. 15239.76; the Mongovians invade the Kree throneworld of Hala. 15239.77; Kree Empire surrenders after Mongovians unleash super weapon that levelled Hala cities. Mongovians use superior strength and numbers to secure victory ... not possible that a single Mongo snub fighter could defeat us."_

**Kree Ensign: **Grand Accuser ... we're receiving an incoming message from the enemy ship.

**Ronan the Accuser: **Put it through.

_The ensign does so but the voice that spoke was nothing like the accuser expected; a female's voice echoed throughout the bridge ... soft and elegant but yet commanding at the same time._

**?: **_"Poor little Kree ... so close to your goal and yet you actually thought you could out run me."_

**Ronan the Accuser: **I am Grand Accuser of the Kree Empire and I say that you have been found guilty of crimes against the Kree and you will be punished for your transgressions!

**?: **_"Grand Accuser you say? You know only those who are insecure of their own short comings accuse others with theirs."_

**Ronan the Accuser: **You insolent little **cretin**!

**?: **_"Tut, Tut ... manners now. Well this little hunt was fun and all but..."_

**Ronan the Accuser: Fun!?**

**?: **_"You really believed that your primitive stealth technology could hide you from me? My forces detected you 30 parsecs ago. I ordered them to stand down while I followed you myself."_

**Ronan the Accuser: **I suppose it was foolish of me to think that you wouldn't hunt down the Supreme Intelligence before his Supremore could excape.

**?:** _"Oh, I didn't hunt you down across space because you were important."_

**Ronan the Accuser: **...?

**?: **_"I was **bored** and fancied a little **sport**."_

**Ronan the Accuser: **WHAT?

**?: **_"And now it's time to bring this little distraction to an end. I'd say this was invigorating but frankly ... it was **tedious**."_

_Suddenly the Mongo fighter opened fired on the Kree command ship with a barrage of laser fire, overloading its core supports and causing the vessel to explode ... killing everyone aboard; Kree, Grand Accuser and even the Supreme Intelligence itself. As the Mongo pilot watched as the ships debris littered the surrounding space around her, she received a hail from one of her own ships. A small hologram of a Mongo officer appeared on the fighters dashboard right in front of her and greeted her with a respectful bow._

**?: **What is it?

**Mongo Officer: **_"Ah your Highness, How goes your hunting trip?"_

**Mongo Princess: **It was ... pleasantly distracting.

**Mongo Officer: **_"Oh ... good. It's just that we received an urgent message from** the Emperors Reach**; His Majesty requests your presence for an important assignment."_

_While inside the fighters small cock pit, its pilot took off her black and red helmet to reveal her breathtakingly beautiful features. Long orange hair that was tide back away from her face, her light golden skin that perfectly contrast her dark pilots outfit and her jewel purple eyes that looked down at the small hologram ... whom she could tell was hiding a blush, despite the officer being a hologram._

**Mongo Princess: **He's always interrupting my fun ... Very well. I can only hope that it proves to be more interesting than this ... _**trip**_.

* * *

**A/N: Comment and Review.**

**Thanks **


	14. Recuperation and Preparation

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 13: Recuperation and Preparation **

_The screams of Dr Rao could be loudly heard by Spiderman, along with the maniacal laughter of Hobgoblin. He looked up to see the struggle between Dr Rao and Hobgoblin playing out before him. With great effort Spiderman managed to get to his feet and lunged forward at Hobgoblins cybernetic arm and wrestled to free Dr Raos arm from it, as he does so Spiderman could feel the breath of Hobgoblin coming from beside him and turned to see the villains face staring right back at from just on the other side of the doors ... smiling evilly at him._

**Hobgoblin:** Remember this face ... Always ... HAHAHAHAHAHAHAHA!

Spiderman blinked for a moment and suddenly he was staring into the face of Green Goblin

**Green Goblin:** What about Harry, did you never think of what you've done to him?

_In a burst of adrenaline, Spiderman yelled out loud and using his incredible strength ... broke off the cyborgs arm and the doors closed instantly, just as the full force of the ocean water smashed along the side of the doors. It seemed that Spiderman could breathe easy for now, except for the sudden hysterical screaming he could now hear coming from the other side if the doors. He tries to pry the doors open but they seem to now be heavier than before. The screaming continues as Spiderman struggles with the doors, he manages to open them slightly so he could see out to the other side. The scene taking place before him however could only be described as his worst nightmare come true. _

**Spiderman:** AVA!

**Ava:** Peter, help me ... please!

_The sight of a bloody and beaten Ava is lying several feet in front of him; her White Tiger uniform torn to shreds. As Spiderman desperately tries to open the doors, he noticed a shadowy figure creeping up on Ava from behind._

**Spiderman:** Ava, there's something ... take my hand ... hurry!

_He sticks his arm out of the small gap he made with the doors and reaches out to Ava. She struggles to crawl her way towards him, but suddenly gets dragged back by the figure grabbing hold of her leg._

**Spiderman:** NO!

_The mysterious figure flips Ava on her back and sits straddling her before placing its hands around her neck and squeezes tight. Ava struggles to breathe and wrestles with her attacker, but she finds herself too easily over powered. Spiderman reaches out desperately to Ava as she tries to do the same for him, their fingertips barely grazes each other. _

**Spiderman: **Just a bit closer.

_He manages to grab hold of Ava's hand but before he could pull her to safety, he suddenly found that his surroundings had changed completely. Spiderman found himself inside the destroyed bridge of The Aeacus, fire and smoke engulfs the area as he leans out of a broken window. He looks down towards Ava but instead of his fiancé looking up at him it's the Mongo Captain staring back._

**Mongo Captain:** You have no idea what you humans have unleashed here today.

**Spiderman:** Climb up or you'll die!

**Mongo Captain:** There are some things far more frightening than death. You'll understand ... when he arrives.

_Spiderman loses his grip and watches as the Captain falls to his death just as flames start to engulf his body..._

* * *

**Parker Manor – New York – Night**

_Peter wakes up in a cold sweat and sits up sharply in his bed. Panting and heaving, he stares at his hands before clutching his head with them. After taking a few deep breaths, Peter looks over besides him to see Ava still sleeping peacefully. Still shaken from his nightmare, Peter watches Avas breathing as he finds it soothing. A few minutes later, Peter decides to get out of bed and makes his way over to the door, not before covering Ava with more of the beds blanket._

_Peter finds himself now in his study, sitting behind his desk and enjoying a glass of a 1930's bourbon, the very same brand that was a favourite of Lamont Cranston, the vigilante known as the Shadow. Peter had been thinking about him and the rest of the old League a lot lately, wondering what they would say if they knew what he was dealing with now ... what the Earth was facing._

* * *

**S.H.I.E.L.D. Tri-Carrier Alpha – Two Weeks Previous**

**Ava:** Sam! It's so go to see you.

_After the meeting with the other heroes of Earth, Peter and Ava were able to reunite with their friend for a long overdue catch up. The moment they found somewhere quite (one of the ships briefing rooms) the first thing Ava did was give Sam a long hug, much to the surprise of Nova Prime._

**Sam:** Hugs? Peter ... what have you done to this girl?

_Ava breaks their hug and gives Sam a playful punch in the arm ... playful by Ava's standards._

**Sam:** Ow! There she is.

**Ava:** It's only been a few years Sam, I haven't changed that much.

**Peter:** But still as beautiful as ever.

_Both Ava and Sam turn to Peter and just roll their eyes at him._

**Peter:** What ... I can't be honest with the future Mrs Parker?

**Ava:** Time and a place Pete.

**Sam:** Yeah, speaking of which; I'm sorry about not making it to the wedding, but as you could see I was ... delayed.

**Peter:** I know; an alien invasion fleet has a habit creating unexpected detours. But just so you know the buffet is closed now ... in fact it never opened.

**Sam:** Well maybe next time then ... right now it's nice to be back.

_Peter stepped closer to Sam and placed a hand on his shoulder._

**Peter:** I'm just glad you made it back ... is it really that bad out there?

**Sam:** No ... worse.

_Peter and Ava were a little taken aback from Sam's remark and watch as he walks over to a nearby console, takes out a data-stick and inserts it into an available slot. Suddenly a holo-screen appears on the wall behind them and both Peter and Ava look in horror at the image now being displayed._

_A fleet of ships numbering in the thousands are passing through checkpoints set up by the Nova Corp in the Tranta Star System. Everything from rundown transports to large freighters could be seen making their way amongst the endless wave of ships, most looked beaten up and barely holding together._

**Sam:** Refugees fleeing the warzone; decommissioned haulers, junk freighters ... they're using anything they can get hold of since practically everything else has been refitted and diverted to the front lines.

**Ava:** Where are they coming from?

**Sam:** Everywhere ... the Shi'ar ... Kree ... Skrull ... Chitauri ... Badoon, even the Phalanx have been hit hard. These are the ones lucky enough to be evacuated first.

**Peter:** What about the rest?

_The leader of the Nova Corps hand a solemn expression across his face as he looked from the holo-screen and back towards his former teammates._

**Sam:** The Mongovian fleet massacred them; this Grand Admiral Nemsis that commands them is ruthless, calculating and efficient. But from the reports I've received from the front, he's nothing compared to this God-Emperor of theirs.

**Peter:** You may want to run that by use again?

_His friend sat down by the briefing table and took a deep breath before continuing._

**Sam:** There have been ... rumours coming out of Shi'ar territory, some really crazy stories. Entire fleets decimated within minutes, colonies scorched to ash and even the Shi'ar Throne-world sacked like it was some lowly outpost. They say that these Mongovians are ruled by an Emperor, who wields powers unlike anything seen before. They revere him so much that they refer to him as their God-Emperor.

**Peter:** Do you think he can be stopped?

_Before Sam could answer, the door to the briefing room opened and in stepped one of his Supernovas; a young woman about their age with lightly tanned skin and purple highlights in her black hair._

**Supernova Carrie:** My Prime ... forgive my intrusion, but...

**Sam:** But what Carrie?

**Supernova Carrie:** We just received word from Super Skrull Kl'rt; he and the Dire Wraiths have ... retreated from Wraithworld.

**Sam:** What!

_He shot up from his seat and started pacing around the briefing table, next he smashed his fist though the tables surface, breaking it apart with his Nova-force energy._

**Sam:** Damn it! Not again, every time we gain ground anywhere, we lose even more somewhere else.

_Peter and Ava walk over to Sam in order to comfort him._

**Ava:** Sam, we're going to win this, understand? We're going to win this.

**Supernova Carrie:** She's correct my Prime ... I heard that the Guardians are already sending word of our victory here on Terra. I'm sure that what we did here will reach our forces on the front lines. We mustn't lose hope.

_The Supernova walked over and took Sam's hand in her own and gave it a comforting squeeze. All Sam could do was look at her and smile back._

**Sam:** Sometimes I don't know what I'd do without you.

_She smiled warmly at him but the two of them were brought back to reality by the sound of Peter coughing rather loudly and obviously. Sam looks round to realise that his two friends were still in the room, giving him raised eyebrows._

**Peter:** Something you err... want to tell us your royal bucket-ness?

**Sam:** Oh right! Well ... Carrie, these are my old friends Ava and Parker. Guys this is Carrie Zing of Xandar ... my wife.

* * *

**Parker Manor – New York – Night**

_Peter finishes his glass of bourbon and places it on his desk._

_**(Peter) I tell you, I was just as surprised as anyone to discover there was a Mrs Bucket Prime. Apparently in the early days of Sam reforming the Corps, they went on a few missions together, grew closer and next thing you know their married in a private ceremony. I asked him if it was some weird alien ritual that he got roped into against his will ... then Ava kneed me in the groin.**_

_**(Peter) But Ava's compassionate treatment of little Spidey aside ... I can't help but worry about what Carrie told us. I mean ... Earth was fortunate; we were able to fight these guys off but after learning about what's happening out there in the galaxy, I'm scared that they'll be back. We all are; S.H.E.I.L.D., S.W.O.R.D., even the Avengers, but its how they're trying to ready themselves that got me ... and the rest of the League worried.**_

* * *

**The Sanctum – Theatre District – Day**

_The members of the League are gathered around the conference room, over the last few days they've been discussing various means of secretly assisting the restoration of New York and other major cities. However this time the League is meeting to discuss a different matter..._

**Kit:** I can't believe they're actually considering this!

**Reid:** Well, believe it.

**Moonstar:** Are you sure about this?

**Reid:** Straight from the S.H.I.E.L.D. database itself. During the invasion, law enforcement agencies around the world suffered heavy casualties and with the likelihood of another attack they've been hard pressed to replenish their numbers.

**Kato:** But to use criminals and super villains is...

**Reid:** Desperate I know, but they don't exactly have much of a choice.

**Peter:** Fury already sent agents to Prison 42, the Raft, the Cube, and the Big House ... even Ryker's Island. They offered pardons for anyone willing to help, as you can imagine most jumped at the chance.

**Sarah:** So they're just going to let all those scum go and hope that they might lend a hand when the Mongovians show up again.

**Kit:** Well let's hope it's just these lowlifes are the only ones S.H.I.E.L.D. will try to recruit.

**Reid:** Well...

_Everyone around the table looks over to Reid, who looks back over to Peter, who has a sheepish look about him._

**Kit:** What?

**Reid:** You want to tell him?

**Peter:** No I don't want tell him, you tell him.

**Reid:** I don't want to tell him either.

**Kit:** Tell me what?

_They both just looked at each other for a moment before turning back to Kit._

**Reid:** When I was inside the S.H.I.E.L.D. database, I came across some security footage that you need to see.

_He leans over to press a few buttons on the console in front of him and the holo-projector at the centre of the table activated. A projection appeared over the heads of the League; it appeared to be a cell block of a highly advanced prison._

**Reid:** This was taken a few days ago at the Raft; high security level. And guess who's just about to walk round the corner.

_The moment he said that the image of Black Widow comes into view, she walks down the corridor and stops in front of one of the cells. From the angle of the camera it was difficult to see who the cells occupant is but their voice was clear through the audio._

**?:** _"Why are you here?"_

**Black Widow:** _"Felt you needed some company, you haven't had a visitor in years."_

**?:** _"So, what did I do to receive such a distinguished visit."_

**Black Widow:**_ "S.H.I.E.L.D. and other law enforcement agencies are having trouble repairing the damage done by the recent invasion. We're offering deals to anyone willing to aid us."_

**?:** _"And you came here expecting me to be desperate enough to help you?"_

**Black Widow:** _"Will know your organisation wasn't completely destroyed at the end of the war. You still have resources, contacts and facilities at your disposal and you're going to use them to help us?"_

_The cells occupant started laughing while Widow had the stern look of a woman losing her patience._

**?:** _"You really believe I would disgrace myself further by assisting you? You think the promise of freedom would sway me from betraying what he stood for? Then you know nothing about us. Let this world burn for all I care ... now leave me be."_

**Black Widow:** _"You're going to help us, you're going to help our world prepare or the next oncoming attack ... Do you know why?"_

_The cells occupant didn't answer, so Widow decided to play her trump card._

**Black Widow:** _"If you help us ... you get to see your son."_

_Suddenly the cells occupant ran over to the cells energy field and is now in full view of the surveillance footage. Melina Vostokoff, also known as Iron Maiden began slamming her fist against the energy field._

**Iron Maiden:** _"WHERE IS HE? WHERE'S **TEMUR**!"_

_At that point the footage ends and the holo-projector deactivates, leaving a quite League to sit around the table and wait for the inevitable question._

**Kit:** Why was I not told?

**Peter:** Look Kit, Reid only came across the footage recently and we only just got word back that Maiden has been moved to a undisclosed location. We're still trying to figure out where.

**Eduardo:** We can't allow S.H.I.E.L.D. to use the Singh Brotherhood as a resource ... there's no telling what those monsters are capable of.

Kit: After everything we've done, if they think they're just going to give them a free pass? Then S.H.I.E.L.D. can't be trusted to prepare our defence. I won't allow this.

**Sarah:** Hold on ... who's this Temur? Since when did she have a kid?

**Reid:** That we don't know yet. Maybe an inmate or something, S.H.I.E.L.D.s keeping it really hush, hush.

**Kit:** If it is who I think it is...

**Moonstar:** Kit?

**Kit:** Nothing.

**Peter:** Listen guys, there's a lot more we need to do. So how about we finish up here and meet again when we have any updates.

**Eduardo:** Agreed, I must return home anyway. I have to make sure the resources transferred to help Mexico reach the proper authorities.

**Kato:** And we need to get back to Chicago ... there's another meeting with the crime families we need to attend.

**Reid:** I really hate dealing with those guys.

**Peter:** Err ... Reid? Kit? Before you go there's something I want to talk to you about...

* * *

**Parker Manor – New York – Night**

_Once again Peter pours himself another glass of Bourbon and places the bottle back down on his desk._

_**(Peter) You know, for a long time I wondered what Bourbon was like. I mean I'm not much of a drinker but I gotta tell you, I like it. It's surprisingly smooth and helps clear your head. Maybe that's why Cranston drank it ... or maybe he was a drunk, I don't know.**_

_He takes a sip from his glass and places it on the desk._

_**(Peter) After everything I've learned over the last few weeks, I gotta say I'm scared. Scared of what S.H.I.E.L.D is doing, what Sam told use and ... what might happen to everyone I love if I don't do more. So that' why I've made up my mind.**_

_Peter opens a draw in his desk and takes out his wrist communicator and switches it on. After a minute or so both his fellow League members Reid and Kit answer._

**Kit:** Peter? Man ... what the hell?

**Reid:** It's ... 4am? Oh God! What's the crisis?

**Peter:** Listen guys, I know we've already discussed this but I've been thinking and you guys are wrong. We can't help everyone from the shadows anymore ... we need to step forward.

**Reid:** What are you saying?

_Peter stands up from his desk and walks over to the study window. He picks up a framed picture of a group photo; Aunt May, Kit, MJ, Ava and himself during Christmas last year. He looks at it for a moment before making up his mind._

**Peter:** It's time we reveal the existence of the League ... and the _**Bpaa Thap**_.

* * *

**A/N: Yeah ... that's right, I'm back. Expect more chapters to follow and please don't kill me for taking too long.**

**Thanks**


	15. Inside Information

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 14: Inside Information**

**Parker Manor, Study – New York – Day**

_The next day; Reid, Kato, Kit and MJ went round to Peters for a surprise "catch up". But while the girls were enjoying their time with each other in the parlour, the guys were upstairs in Peters study and having a not so fun discussion._

**Kit:** Peter, are you not right in the head?!

**Peter:** You know, Ava asked the exact same thing to me ... still thinking on an answer though?

**Kit:** Don't get funny with me. Have you even thought about what would happen if we go through with this?

**Peter:** Earth might stand a better chance with our help, but not from behind the scenes. We need to go public.

**Reid:** He may have a point Kit; we spend far too much of our time and resources just trying to cover our tracks. If we announce our presents, we could fully commit our efforts without worry about S.H.I.E.L.D. or anyone else.

**Kit:** That's a little easy for you to say, you wouldn't have to risk the safety of your home if people like Fury knows of us.

**Reid:** Ok first of all he already knows about us ... just not the full extent of our operations. Second of all we all have much to risk ... don't forget there's still a warrant for me and Kato's arrest.

**Peter:** And last off ... If we can't get the planet up and running, then Bangalla will be in danger anyway.

_Kit was quiet for a moment while both Reid and Peter waited in anticipation for his response._

**Kit:** My family made a vow to protect Bangalla from any and all threats that includes outsider influence. Even after this threat has passed, officials like Fury will know about the island. I can't risk its security in the long run...

**Peter:** Kit ... I've see what organisations like S.H.I.E.L.D., Stark Industries, and even the Doominion have at their disposal. So believe me when I say ... they wouldn't stand a chance against you or the Jungle Patrol.

* * *

**Parlour**

**MJ:** So Ava ... how are you holding up since the ... you know ... the...

**Kato:** Wedding?

**MJ:** I was getting to it.

**Ava:** Oh? Fine ... I guess ... just fine.

**Kato:** Uh huh?

**Ava:** Look, things are a little ... complicated right now. Maybe when things calm down again, Peter and I could try again.

**Kato:** Sure ... and what about that other little thing? You know the thing you were going to tell him on your honeymoon?

_The two girls just stared at Ava, waiting for her answer. Unfortunately all she did was avoid making eye contact while figuring out what to say._

**MJ:** YOU DIDN'T TELL HIM!

**Ava:** MJ! ... Talk a little louder would you? Thors father is in the middle of his Odin-sleep, and he didn't quiet hear you.

**MJ:** Sorry, but you have to tell him.

**Ava:** And how do you suggest I bring that up? "Oh hey Petey, I know you've been working non-stop helping with the restoration projects and I know you haven't been sleeping well most nights and the sheer pressure of another impending invasion is weighing on you. But guess what; I've got something else to add to all that ... I'm _**pregnant**_!"

**MJ:** Well if you put it like that...

**Kato:** What I don't get is how come he hasn't noticed the signs.

**Ava:** Well...

* * *

**Cutaway**

1# Nausea

_Chibi Spidey is about to open the door to the bedroom ensuite, But Chibi Tiger runs past him and closes the door. While hearing the sound of her hurling up, Chibi Spidey bangs on the door._

**Chibi Spidey:** Come on Tiger, you tie up the bathroom every morning! I need to wash my feet.

2# Extreme tiredness

_Scene changes to the Parker Manor gym; Chibi Spidey is working out on the treadmill while Chibi Tiger is curled up in a cat basket ... snoozing._

**Chibi Spidey:** Come on lazy bones, you've been cat-napping all day.

3# Sensitivity to smell

_Scene changes to the kitchen; both Chibi Spidey and Tiger are sitting at the table; Chibi Tiger sniffs the air for a few seconds._

**Chibi Tiger:** Toasts done.

_Seconds later two slices of toast pops out of the toaster, taking Chibi Spidey by suprise._

* * *

**Cutaway Ends**

**Ava:** Peter isn't exactly the most observant when it comes to certain things.

**MJ:** Good point.

* * *

**S.H.I.E.L.D. Tri-Carrier Alpha – Day**

_Director Fury, Agent Coulson and Iron Man have been waiting up on the upper deck for their "guests" to arrive for the last 5 minutes. When the invading aliens had decided to retreat from Earth, most of their soldiers were able to make it off planet. Luckily through, S.H.I.E.L.D. and S.W.O.R.D. forces were able to capture a few stragglers here and there for interrogation. Unfortunately these aliens are against interrogations ... or being taken alive; the moment any of them were left alone, they would swiftly and cleanly snap their own necks._

_It reached the point there weren't many of them left so Fury had to order the prisoners to be sedated at all times until they could think of an alternate method to question them. And that method was going to arrive any minute now._

**Coulson:** Are you sure this is going to work?

**Director Fury: **We don't exactly have much of an option, we need to question these aliens and this may be our only shot in doing this.

**Iron-Man:** Not to mention that we may not exactly have a lot of time to spare. I don't know about you but I'd like to know more about the guys who tried to trash our planet like a sorority house.

**Director Fury:** I'd bet you know all about that.

**Coulson:** Director...?

_He pointed up to the jet now heading straight towards the Tri-Carrier; a black Lockheed SR-71 Blackbird. It set down on one of the landing platforms and the three men walked over to the jet just as its ramp lowered. A moment later a bald man in a wheel chair rolled down the ramp followed closely by a young woman with red hair and approached the S.H.I.E.L.D. director._

**Director Fury:** Professor, thank you for coming so swiftly.

**Professor Xavier:** My pleasure, this is my student Miss Grey. Do you have the subject ready for us?

**Director Fury:** This way.

* * *

**Holding Cells**

_Ten minutes later, the group stepped out of the elevator and made their way through the holding cells hallway._

**Professor Xavier:** What can you tell me about these aliens?

**Director Fury:** What little Intel we have was provided by the current Nova Prime ... they're called Mongovians. They seem to possess an abnormally high tolerance to pain; I've had personnel reporting them to fight on even with broken or missing limbs.

**Coulson:** Their technology is incredibly advanced and their tactics are well planned and brutal. But that's about it.

**Professor Xavier:** Nothing more?

**Iron-Man:** That's why we called you in; these guys aren't exactly the talkative type. So we were hoping that you'd be more ... persuasive.

**Director Fury:** Anything would help; Planet of origin, size of their forces, even something about their command structure. We already know of one high ranking official thanks to Nova Prime, but he's currently in the Tranta Star System on a campaign against the Skrulls and Xandarians.

**Professor Xavier:** I've heard that they've shown up elsewhere ... how are they handling this threat?

**Coulson:** The Skrulls were wiped out.

_They reached one of the holding cells and both Professor Xavier and Jean Grey looked inside to see one Mongo soldier lying on a table and tied down by restraints. _

**Jean Grey:** What's wrong with him?

**Iron-Man:** Heavily sedated ... stop him from breaking his own neck.

_The Avenger pressed the console by the cell, its shield disappeared and the X-men entered inside. Professor Xavier rolled his way over and placed himself at the Mongos head._

**Jean Grey:** Is there anything you need Professor?

**Professor Xavier:** Just time.

_He gently places his hands on the Mongovians temples and leaned in close so that both their foreheads were inches apart. For the first few minutes there was absolute silence as the Professor attempted to penetrate the mind of the Mongovian solder. Jean kept her eye on her teacher as he worked, but soon she noticed a disgruntle look forming across his face._

**Jean Grey:** Professor?

**Professor Xavier:** The memories are here, but I'm having difficulty finding them, these creatures anatomy is quiet unique. I could use your assistance my dear.

_Jean moved closer to stand beside the Professor and place her hands over his. With their combined powers, the two X-men were able to shift through the mind of the soldier and locate the first set of memories. They saw an entire star system; one unfamiliar to them. Then suddenly an entire fleet appeared from out of nowhere and began attacking one of the nearby planets._

**Professor Xavier:** They conquered their own galaxy ... no ... their own dimension ... crushing every planet they encountered.

_Next they saw the Mongo army laying siege to an alien city. The city burns as Mongo soldiers engages the local population ... strange bird-like warriors. Many of them fly over the invaders and fire down at them, while others swoop down and strike at the invaders with melee weapons._

**Jean Grey:** They killed all those who resisted ... and enslaved the rest.

_They saw more worlds being conquered or destroyed by the Mongovian fleet, until everything was under the control of the Mongovians._

**Professor Xavier:** There was no more to conquer, the threat was contained ... until the rift.

_They then saw an energy rift appearing in the void of space, it grow to such a size that a small Mongo fleet were able to pass through. Next the X-men saw images of the fleet attacking the living planet Ego, laying siege to the sanctuary of Thanos and unleashing a weapon of such power that it singlehandedly destroyed the entire Enron cluster._

**Jean Grey:** This is what happened to...

**Professor Xavier:** Now this is interesting.

_The Professor found a more recent memory and decided to look through the eyes of this soldier. He found himself standing amongst thousands of identical soldiers, all standing to attention. He could tell they were outside so he looked round to see the terrain around him. The planet they were on looked barren; deserts filled with red rocks and plateaus as far as the eye could see. The sky above was a deep orange and the sun was rising up in the distance._

**Professor Xavier:** Their home world seems ... lifeless.

_He looks to the front of the ensemble of solders to see a large temple-like palace standing before them. Looking up on to a wide balcony, the Professor could see a group of individuals gazing down at them._

**Jean Grey:** They ... are people of great importance to this man.

_One of them, a woman in a black and gold uniform had stepped forward and started calling out to the troops. At first the Professor couldn't interpret what she was saying, so he had to push deeper into this mind, meld with it so he could receive and understanding of their language. It wasn't long before he was able to understand the speech being given._

**General Kala:** _"At this very moment in systems far from here, the inhabitants acquiescent to disorder. Their governments, monarchs and regimes lie to them with promises of freedom, equality and peace. While secretly supporting the scourge of civilisations to maintain their fragile stability"_

_"This fair and powerful regime that you all have built will bring an end to their delusion, to their weak leaders. And all remaining systems will bow to the Mongo Empire and they will remember this as the last day of their ignorant age!"_

_After the woman was done with her speech, the troops saluted her. She took a few steps back and allowed another figure to take her place. The Professor couldn't tell who it was since the figure was wearing a hooded robe of red and gold; but he, along with all the other soldiers went down on one knee as this figure reached the front of the balcony. The hooded figure began to speak, but not out loud, his voice was inside the soldiers head. It echoed so loudly that the Professor had to use all his power to maintain his connection to the soldier._

**The Emperor: **Children of Mongo, you all... ah, what is this? An interloper?

_The Professor and Jean were confused at first, but then noticed that the memory they were in looked as if it was fading away._

**The Emperor:** None can hide from me ... I can see you ... both of you!

_Suddenly the two telepaths felt humongous surges of pain engulf their minds. They felt as if their own minds were being torn apart the longer they held a connection to the Mongo soldier. So Professor Xavier used every ounce of concentration he had left to break control of the link he and Jean had._

_Next thing he knew, the Professor was back in reality but he had been thrown from his chair and landed several feet from where he was. He looked up to see Jean lying on the ground and clutching her head as a couple of medics were attending to her._

**Professor Xavier:** Jean!

_Director Fury and Coulson hurried over and helped the Professor back into his chair while the medics and Iron-Man helped Jean back to her feet._

**Iron-Man:** What happened? One momen

**Professor Xavier: **I don't know ... such ... power. What about the subject?

**Director Fury:** Dead ... Whatever happened completely fired his brain. I mean there's nothing left in his head.

**Professor Xavier:** Director, whoever these aliens are they are led by something ... something ancient ... powerful and unlike anything we've seen before.

* * *

**Parker Manor, Study – New York – Night**

_Once again Peter couldn't sleep. His meeting with Kit and Reid didn't go as smoothly as he would have liked, at the moment they were still undecided about what to do regarding the existence of the Bpaa Thad._

**Peter:** What am I going to do?

_He empties his gla_ss of Bourbon and places it down on the desk.

**Peter:** it's either sit here and have another drink ... or go to bed with Ava.

_**(Peter) Well I've obviously had one too many since I asked that stupid question.**_

_He gets up out of his chair but accidently knocks over the bottle of Bourbon on his desk. Using his superior reflexes, Peter was able to quickly lean down and catch it before it hit the ground._

**Peter:** Phew! Close one ... what the...?

_Though he caught the bottle, he couldn't move it. Peter took his hand away only to find that the bottle remained in its position, as if frozen in midair._

_**(Peter) Oh boy, I remember this.**_

**Madam Web:** We meet again young one.

_Peter sharply looked up to see the cloaked figure of Madam Web standing in the middle of his study._

**Peter:** Now this is a surprise, and why do I get the feeling you're going to tell me something completely life changing yet cryptic?

**Madam Web:** You must ready your world for the coming storm.

**_(Peter) actually wasn't too bad_**

**Peter:** I know; I'm doing what I can, but I can only do so much. We fought them off once but...

**Madam Web:** Do you truly believe that the soldiers you battled, the machines they wielded and the ships they piloted were the true threat?

**Peter:** Well they did shoot at me and my friends a bunch of times while they were here. But I'm guessing you're going to tell me otherwise.

**Madam Web:** He is coming and you need to be ready.

**Peter:** Who? Who is coming?

_The mysterious woman stepped closer to Peter's desk and placed her finger, now glowing, on the surface. She used her finger to engrave a symbol onto the wood and waited for Peter to look at the same Masonic symbol that she uncovered at Thanos's Sanctuary._

**Madam Web:** ... _**Ming**_.

* * *

**A/N: Here you go, hoped you enjoyed it. Please comment and review.**

**Thanks**


	16. The Fallen One

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 15: The Fallen One**

**Parker Manor, Study – New York – Night **

**Peter:** Ming...? Sounds like an expensive vase.

**Madam Web: **This is nothing to joke about; Ming is unlike anything you mortals have ever faced before.

**Peter: **But seriously ... Ming? It doesn't exactly sound very threatening. More like the sound my microwave makes, not an intergalactic space conqueror.

**Madam Web:** He has gone by many names; the God-Emperor, the Fallen One, the Dark Lord of Mongo. But I and others of my kind know him by his preferred title ... _**Ming the Merciless**_.

_**(Peter) Ok I submit, that is a little catchy ... but only a little.**_

**Madam Web: **And trust me child ... it is a name well earned.

**Peter: **Ok, let's get this exposition underway.

**Madam Web: **To understand the origin of Ming, you must understand the origins of the Universe.

**Peter: **Err ... I may be a science geek but my understanding of Cosmology is limited. So I hope you've brought some slides and a diorama...

**Madam Web:** For once Spiderman; close your mouth and open your mind.

_**(Peter) Somebody went to the same school as Dr Strange**_

* * *

_The blind entity stepped closer to Peter and placed the top of her staff against his forehead. Suddenly there was a momentary flash of light and Peter found himself floating in the vacuum of space along with Madam Web._

**Madam Web:** At the beginning, when the universe was in its infancy, there was only the Pantheon. Entities of such power that they embodied the various forces that is essential to the universe; Space, Time, Order, Chaos, Non-Existence and Decay. There was also the Avatar of Equality that you know as the "World Eater" ... Galactus, who was born the very same moment the universe was formed. But there was another born at that moment too; a being of such terrible power that rivalled Galactus himself and known as the Avatar of Inequality ... Ming.

_Peter paid close attention as Madam Webs exposition is being supported by imagines around them._

**Madam Web:** He believed himself to be superior in every way; a perfect being and as the cosmos began to take shape, with planets and stars forming, he world destroy them to solidify his power. But despite his efforts, life grew. The Proemial Gods; the first organisms to flourish in creation had began to pave the way for new life to be created... until Ming intervened. Whether he was threatened or wanted to prove his power; The Avatar of Inequality began to corrupt many of the Proemials which lead to a civil war that nearly brought them to extinction.

_That was when my masters had no choice but to intervene; they created three physical vessels ... servants that would act in their stead and poured their very essence into them. With the combined powers of the Cosmics, they battled the Ming for the future of the life soon to come ... and they were victorious. The vessels brought the Fallen One before the Living Tribunal himself to face judgment. Ming was sentenced and banished to a dark dimension, but not before being condemned into a physical form in order to contain his power._

**Peter:** And now he's back and wreaking havoc on the galaxy. But wait, where did his Empire come from if he was banished to a dark dimension.

**Madam Web:** Life can exist in any plain of existence young one. Though my kind believed the threat contained, I always feared that he may return.

**Peter:** But how did he? I would have thought the powers of an all mighty Cosmic would be able to seal him away permanently.

_With the wave of her hand, the two of them were suddenly no longer in the void of space. Instead Madam Web had brought the pair of them to what seemed like present day Earth, and was showing Peter a familiar sight. It was his battle with Goblin all those years ago; in the warehouse at New Jersey. He watched the old fight play out and in the struggle, the artefact they were fighting over; the Wand of Watomb had broke, at which point the scene froze._

**Madam Web:** That was it ... this very moment led to Ming's escape. When that artefact was broken, it unleashed a wave of energy that rippled throughout the universe, cracking the very walls that separate dimensions. Your friends saw the effects first hands after you were thrown back in time.

**Peter:** Ava told me; there was a strange anomaly that appeared after the wand was destroyed.

**Madam Web:** That anomaly was a rift in the space/time continuum. More liked it appeared all over the surface of reality, like cracks on a broken window. Eventually the surface started to repair itself, but in that short time the barriers between dimensions was weak. Weak enough I believe for the first Mongovians; Ming's "advanced guard" to cross over into this dimension. And when they were here they searched for the means to free Ming from his imprisonment.

**Peter:** So what you're saying is that ... I caused this?

**Madam Web:** No child ... the apathy of the Pantheon allowed this to happen. I always preached to my masters that Ming was growing in power and that he would one day return. That was why I turned to you.

**Peter:** Me? I'm now starting to wonder what I can even do.

**Madam Web:** I am the vessel of my masters Eternity and Infinity: the Avatars of Time and Space, so I posses abilities that are attributed to them ... like my gift of foresight. When the threat of Ming was growing I had a vision; I saw the galaxies being engulfed by a dark shadow, but just as everything was consumed a single light on a single world had held the darkness off. On that world a single being, humbled by loss and pain, stood against the darkness as an equal. The victor of that clash would determine the fate of all life ... everywhere.

_**(Peter) Does anyone else feeling there's been some mix up in the paperwork? No...? I mean I know the title has Ultimate Spiderman at the start, but come on...**_

**Peter:** You think I'm the one meant to defeat Ming; an all powerful cosmic being ... with my web-shooters?

**Madam Web:** I don't think ... I know. Only you and your League is the only hope for your world's survival.

**Peter:** And how exactly do you expect us to do that? Seriously, we've had our fair share of fights, and the League is formidable but I don't see us thwarting a galactic invasion.

**Madam Web:** I did not say you had to stop what is to come ... only to survive it. I ensure you, if your S.H.I.E.L.D. and governments had their way, they would fight Ming full force and lose. But what you and your friends have built might just be the only chance Earth has to survive long enough so that you can fulfil your destiny.

**Peter:** You know ... you're gambling a whole lot on blind faith.

_**(Peter) That may not have come out right... Hey what the...**_

* * *

_Once again Peter was nearly blinded by a flash of light, before finding himself back inside the study of his manor. Madam Web was no longer to be seen anywhere, until her voice echoed quietly inside his mind._

_**(Madam Web) Sometimes it takes faith to see us through the harsh futures ahead of us. You know what you have to do, but make haste ... he will be here soon.**_

_For a moment Peter just stood in the centre of his study, while trying to process everything that he has learned in the last few minutes. When he's finally ready, Peter walks back over to sit behind his desk and activates a hidden holo-terminal in front of him. Peter uses it to set up a secure com-link and it didn't take long for the image of the recipient to appear._

**Commander Guran:** Spiderman? Is everything alright sir?

**Peter:** Commander Guran, I'm sorry for the hour but "Founder Override" ... authorisation code; SpiderF09. I'm putting Protocol 16 into effect.

**Commander Guran:** Sir, you know what that means...?

**Peter:** All too well, I want all sections ready by the time we arrive with our ... guests. Send an alert to the other League members so that they know what's happening.

**Commander Guran:** Of course ... there's just one other matter sir...

**Peter:** It's alright Guran ... I'll tell Phantom myself.

* * *

**S.H.I.E.L.D. Tri-Carrier Alpha, Bridge – New York City – Day**

_For the last hour, Director Fury has been discussing the security of the planet in a meeting with the other heads of security organisations all over the world; including Director X from Department H, Commander Hunter from S.T.R.I.K.E., General O form Central Control, Commander Brand from S.W.O.R.D. and Oshima from the Giri._

**Director X:** Our resources are stretched thin, the bulk of our forces were lost in defending Toronto. What we have left is being focused in salvaging what was left behind by the invaders.

**Director Fury:** I see ... Commander Hunter, anything you want to add?

**Commander Hunter:** Communications is proving difficult to re-establish around Europe. Many of our satellites were disabled, so we can't afford to lend any further assistance.

**General O:** I have to agree with comrade Hunter, we have to conserve what little resources that are left to preserving our own governments.

**Director Fury:** I understand that everyone here has made their decision in what they think is best for their countries, but since it's a stupid decision I have elected to ignore it. These aliens have been already proven to be a clear and present threat, giving S.H.I.E.L.D. central global power is the only chance we have.

**Oshima:** These invaders have already destroyed most of you fleet Fury-san, so it's every country for themselves. We cannot just give you access to our national infrastructure, we'd be completely vulnerable.

**Director Fury:** This isn't and negotiation, we need whatever resources you have left and we need it now!

**Director X:** You cannot bully us into leaving out countries unsecured. S.H.I.E.L.D. can no longer protect the planet, so we must protect our own.

**General O:** Agreed.

_Nothing more could be said, the holograms depicting certain members disappeared, leaving only Commander Brand with a defeated looking Fury._

**Director Fury:** How goes the repairs to the Peak Commander?

**Commander Brand:** Even with the help of Stark Industries, repairs are going slowly. The station is back up to 63%, but due to the loss of personnel, it will be a while before we're back up to even 70%. Luckily the Damocles was on a deep space exploration mission when the attack hit; I've managed to contact them so they should arrive back in time.

**Director Fury:** Well that's something at least. That'll be all Abigail; I'll contact you again if there's any good news.

_The commander saluted Fury as her hologram disappeared. After a few moments the Director of S.H.I.E.L.D. activated is console again and the holograms of Captain America, Iron Man, Hulk, Mr Fantastic and Black Panther._

**Captain America:** Fury, How did the meeting go?

**Director Fury:** ...

**Iron Man:** That well huh?

**Hulk:** Told you, you should have left it to me.

**Director Fury:** Everyone's running scared; they think that by burying their heads in the sand that they might survive the next attack. With the help of Nova Prime and his Xandarian forces, S.W.O.R.D. is our strongest defence. But if these Mongovians break through again, we may not be able to throw them off world a second time.

**Mr Fantastic:** I hate to be the one to bring this up but what about the Doominion?

**Director Fury:** As I thought, Dr Doom declined my invitation. Right now we have no idea how strong their forces are.

**Black Panther:** Most likely they are planning to look out for themselves.

**Captain America:** Doesn't any of them understand that unless we properly coordinate our defensives, Earth will be vulnerable.

**Director Fury:** It wouldn't matter anyway if we can't find somewhere to centralise our efforts. Tri-Carrier Alpha is too exposed and most military instillations around the world have either been destroyed or compromised. Meaning when these Mongovians show up again, we won't have anywhere secure to coordinate from.

**Peter:** Actually...

_Fury and the others look over to see Peter standing by the door to the bridge._

**Peter:** I have just the place.

* * *

**A/N: Here you go, sorry for the delay. Comment and Review.**

**Thanks**


	17. The Bpaa Thap

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy **

* * *

**Chapter 16: The Bpaa Thap**

**Caribbean Sea – Day**

_A few hours after his meeting with Fury on the Tri-Carrier, Peter had got in contact with some of the other superhero teams he's teamed up with over the years; The Avengers, Agents of S.M.A.S.H., Fantastic 4, Howling Commandos and even the X-Men. After providing everyone with a set of rendezvous coordinates, Peter takes Fury, Coulson, Ava and his old S.H.I.E.L.D. friends in his private Parker Industries jet to join up with the rest of them._

**Director Fury:** Parker, do you mind telling us exactly where we're going?

**Peter:** You'll find out soon.

**Luke:** Why all the secrecy Pete?

**Peter:** It's ... a surprise?

**Danny:** Keeping friends and loved ones in the dark, often leads to mistrust and isolation.

**Peter:** Whoa, no need to go all "Prophet of Doom" on me. It's just a security procedure ... the place we're going to doesn't get many visitors and the locals like it that way.

**Ava:** What locals?

_Peter easily picked up on the tone of annoyance in his fiancés voice. She had been acting rather distance with him ever since they got on the plane._

**Peter:** You'll find out shortly.

_Ava sharply got out of her chair and walked over to stand right in front of Peter, looking down at him with her famous glare that always seemed to make Peter whimper._

**Ava:** Peter, you know how I feel about you keeping things from me. I mean where are you taking us? What is it you have out in the middle of nowhere that can possibly help us?

**Peter:** Err...

**_(Peter)I don't suppose it's too much to ask for an interruption right about now?_**

_Suddenly the plane shook as if hit by turbulence, nearly knocking Ava off her feet. Luckily Peter grabbed her before she fell and held her securely in his arms._

_**(Peter)You're the best Prosp88**_

**Luke:** Was that turbulence?

**Peter:** It's alright; it just means we're nearly there.

_Before anyone could ask, the com-link built into the jets lounge activates and projects a holo-screen showing the images of Iron-Man, She-Hulk, Mr Fantastic, Wolverine and Werewolf by Night._

**Iron-Man:** _"Spiderman, did you break my Quin-jet?"_

**Werewolf by Night:** _"The Monster Truck is acting up."_

**She-Hulk:** _"Yeah Bug boy, there's something up with our guidance system."_

**Wolverine:**_ "Same here, the Blackbirds auto-pilot has taken over and I can't shut it off."_

**Director Fury:** What's happening Parker?

**Peter:** Just relax, everything's fine. All you have to do is let the auto-pilot guide you to the runway and take it from there.

**Mr Fantastic:** _"The Fantasti-Car has the most advanced anti-viral software in existence. How did you create...?"_

**Peter:** I'll explain everything when we arrive.

**Iron-Man:** _"Arrive where? We're in the middle of the Caribbean. So unless there's a tropical island, with beach houses and grass skirted... whoa."_

**She-Hulk:** _"It's beautiful."_

**Mr Fantastic:** _"Interesting; it's not showing up on our sensors and there's no records of an island here."_

**Director Fury:** What Island?

**Luke:** Hey guys check this out.

_Everyone apart from Peter moved over to whatever window was closest to them. As they peered out, the clouds around them cleared away and allowed an Island to come into full view. Lush green jungles engulfed most of its surface with sandy white beaches running along its edges. As the superhero team's vehicles descend further towards the Island, they then get guided closer towards its largest mountain._

**Luke:** Err ... Peter, tell me where not heading towards what I think we're heading towards?

**Peter:** Hold on ... now's the cool part.

_As the vehicles continued on their current course, some of the rock formations on the side of the mountain began to move. Slowly a whole section of the mountains surface had opened up, wide enough for jets to pass through, along with a small runway extending out. While back inside Peter's jet, the com-link receives a message from the islands mysterious hosts._

**?:** _"This is Bpaa Thap control; state clearance code."_

**Peter:** Spider1963 ... Also, authorisation clearance for other crafts.

**?:** _"Clearance granted ... deactivating auto defences ... welcome back sir."_

* * *

_The Parker Industries jet begins its decent and lands on the exposed runway. Its pilot guides the jet along the rest of the runway until it reaches a hanger deep inside the mountain, and sets it in one of the landing bays._

_A stair car approaches the hatch of the Parker Industries jet and a second later Peter opens up the hatch and steps out, followed by Ava and the rest of his passengers down the stair car. When they reach the hanger floor the group was met by a detachment of soldiers, each one armed with sophisticated weapons. One of them stepped forward towards Peter and offers him a salute._

**JP Soldier:** Sir, welcome back. Everything is ready for your guests.

**Peter:** What about the others?

**JP Soldier:** You're the last one to arrive.

**Peter:** Good.

_He turns round to address his confused looking friends._

**Peter:** Director Fury ... Guys ... Ava ... Welcome to Bangalla.

* * *

**Bpaa Thap Command Centre**

_After the rest of the superheroes had landed inside the hanger, Peter guides them over to an elevator at the far end of the hanger, evading all questions that the others were asking him. It was large enough to fit everyone inside and when they were ready, Peter pressed his hand against a scanner on the console and the elevator descends deeper down into the mountain._

**Director Fury:** Alright Parker, time to start talking.

**Wolverine:** Yeah, you've been acting quieter and more withholding than normal ... that's usually Fury's job.

**Ava:** Tell me about it.

**Peter:** How many of you here have heard of the League?

**Director Fury:** You referring to that team of hooligans that you worked with during the Singh War?

**Captain America:** That's harsh Fury; those kids helped saved a lot of lives then. If it wasn't for them, we wouldn't have apprehended the real culprits of that conflict.

**Peter:** No ... I'm talking about the ones who came before.

**Black Widow:** What do you mean "came before"?

_Peter looked round at everyone standing inside the elevator. None of them had ever seen Peter like this before, normally the young hero was very light hearted and easygoing, but now he had very serious look about him._

**Peter:** I am a member of a secret society of heroes; the same ones that were essential for bringing down the Singh Brotherhood 5 years ago, however our history goes back further than that. Back in the early years of the 1930's, a group of individuals came together to fight a threat unlike anything they've faced before. They succeded, and continued to work together to fight anything that threatened the United States. But it wasn't long before they were affected by the horrors of the Second World War.

**Peter:** That was when they saw the worst of what humanity could do to itself; famine, destruction ... genocide. After the war ended, they found a new calling; a desire to preserve peace and protect life on a global scale. Since certain members of the League were some of the richest men in the country, they realised that they could channel their wealth and resources for the greater good. And where we are now is the fruit of their labours; a secret, international, intelligence and military organisation that operates at the highest level of discretion. Working within the shadows, it doesn't get bogged down by politics or bueocrocy like ... other organisations I can mention.

_Peter carefully avoided Furys glare at that particular moment._

**Peter:** So because of the foresight of the original League ... the Bpaa Thap was born.

_For a moment nobody said anything, that was until Hawkeye choose to ask a question that he considered being of the upmost importance._

**Hawkeye:** How deep does this lift go?

**Peter:** Deep enough.

_Eventually the lift came to a halt and when the doors opened, Peter led the group into a large briefing room. It looked like a hollowed out cave; everything from the lights to computer screens and even the large oval conference table was imbedded into the surrounding rocks. Peter walked past the two guards posted by the elevator doors and made his way over to sit in one of the eight black leather "spectre" chairs encircling the conference table._

_The superhero teams followed suit and started to fill up the room, some standing round Peter, others around the table. However the moment Hawkeye tried to sit in one of the spectre chairs, one of the guards sprung from his position and stood right behind the archer ... placing a pistol right at his temple and yelling at him in an unfamiliar language._

**Hawkeye:** Whoa! Whoa! Easy there big guy...

**Peter:** He ... doesn't want you sitting in that seat.

**Hawkeye:** What? It's a seat...

**Peter:** It's his seat.

_He points up to something and drew everyones attention to set of framed paintings hanging on the walls behind each of the chairs. The one right behind Hawkeye was the portrait of a man claded in a black cloak and wide brimmed fedora, with a red scarf wrapped around his mouth._

**Johnny Storm:** What's with Draculas shy cousin?

**Peter:** That's one of the founders of the League ... The Shadow.

**A-Bomb:** Hahaha ... The Shadow? What kind of lame name is that?

**Captain America:** Show respect!

_The blue hulk gulped as Captain America glared at him._

**Captain America:** When I was just a boy, he helped save everyone in Manhattan from hordes of monsters. He even saved my life during the war and ... was an icon of mine.

_Everyone in the room went quiet; people tend to do that whenever Captain America spoke passionately about something. But like always, the moment was spoiled buy Iron-Man._

**Iron-Man:** Wait ... Cap has an icon that isn't me?

**Black Widow:** Funny Stark.

**Director Fury:** Getting back to the subject at hand... Parker, any chance you telling us more about this place and how it managed to stay hidden from S.H.I.E.L.D.?

**Parker:** This facility is built deep inside the Bangallian mountain range and descends beneath the island itself, so it's protected and concealed from any kind of orbital technology. That signal which hijacked your vehicles navigation systems was designed to subtly redirect any nearby aircraft away from the island and guides in those with clearance.

**Mr Fantastic:** Amazing, so it acts like a "tractor beam"?

**Peter:** Hey, that's exactly what I said when I was first told about it.

**Director Fury:** What about personnel ... where did you recruit the soldiers here?

**Peter:** They're called the Jungle Patrol; most of its elite members are descendents of an ancient tribe that inhabit the island. Others have been recruited from around the world; Honourable discharges, S.H.I.E.L.D. dropouts ... the list goes on. No shortage of capable men and women wanting to make a difference.

**Director Fury:** And you really believe this place con help to coordinate our restoration efforts?

**Peter:** The Bpaa Thap has agents all over the world, many placed in high ranking positions in nearly every government. Its network is undetectable and widespread; with one word, we can get anything done.

**Director Fury:** Well then, let's put it to use ... You there, soldier.

_The Director of S.H.I.E.L.D. calls over to one of the Jungle Patrol soldiers guarding the elevator while he walks inside._

**Director Fury:** Show me to the communications centre... Soldier, are you listening?

_The JP soldier simply continues to stand where he is, completely ignoring Fury's orders._

**Director Fury:** I told you...

**JP Soldier:** _(Speaks to Fury in Bangallian)_

**Director Fury:** Parker?

**Peter:** Err ... I'm afraid every member of the Jungle Patrol only ... takes orders from League members?

_He looks over to the JP Soldier_

**Peter:** Would you mind showing the Director to the communications centre.

_With a snap, the JP soldier salutes Peter and gets in the lift with Fury. Soon they leave more facility personnel arrived to escort the other hero teams throughout the facility before taking them to quarters set up for their arrival, leaving only Peter, Ava, Luke and Danny alone in the briefing room._

**Peter:** Well, how about I give you guys a personal tour?

* * *

_Over the next hour, Peter started guiding his friends through the Bpaa Thap base; first he takes them to the R&amp;D department, where everything from weapons and equipment technologies is developed. They watched as Rocketeer, along with a team of scientists were busy testing some of the Jungle Patrol weapons. One in particular, Rocketeer used to completely decimate a bunch of target dummies._

**Peter:** Standard Jungle Patrol issue rifle. Has the same magnetic technology used in Rail guns to propel its ammo with devastating velocity. It's even powerful enough damage sheets of Adamantium and Vibrainium.

_Next he moved them on to the Bpaa Thaps Shadow Database; the section of the facility that collects and stores all the information that the organisations agents have obtain over the years. Massive storage banks kept in warehouse sized areas that filter out information that the Bpaa Thap can use for its operations._

**Peter:** I'm not joking; Hornet can spend days at a time down here. Look theirs his sleeping bag down in the corner.

_After that, Peter leads them up to the Communications Centre; the entire room was filled with dozens upon dozens of terminals, all occupied with personnel who are coordinating with Bpaa Thap agents from all over the world._

**Peter:** The system is largely based off of the Shadows own original network, only with the aid of modern technology.

_The group saw Fury here to, But Ava and the guys noticed that he was constantly under armed guard and whenever he finished using anything, like a terminal, some random member of staff would come over and check on what he was doing._

**Danny:** You do not show trust to our former teacher?

**Peter:** Kits orders ... not mine. But guess who runs this side of the operation?

_He gestures for Danny to look over at a far corner of the centre and he finds Dana instructing a few of the staff. She notices them and waves over to the guys before they moved on. Next on the tour was the training grounds, where the Bpaa Thaps military arm; The Jungle Patrol are trained and tested to become the most efficient fighting force that the world has yet to see. Peter and his friends watch as a group of recent recruits are being put through a tough hand to hand combat excise while under the observation of Phantom and a JP officer; the officers armour had an alternate colour scheme to the rest of the unit; black with purple highlights._

**Luke:** Who's that guy with Kit?

**Peter:** _**She**_ is Captain _**Sandrine Guran**_; she and her father help train the Jungle Patrol. Trust me ... you don't want to be on her bad side.

_Finally, Peter led his group to the living quarters where they'll be staying in. After showing Luke and Danny to their rooms, Peter took Ava to theirs. He'd hoped this would give him a chance to explain some things to his fiancée ... it didn't go so well._

* * *

**Ava:** I can't believe you kept something like this from me Peter!

**Peter:** Hey, I wanted to tell you ... I really did, but it wasn't really my place to say anything. Kit is very protective about this place.

**Ava:** Oh yeah, I'm sure that you were bursting at the seams to tell me. But no ... I had to find out the same as everyone else and made to look like and clues idiot at the same time.

**Peter:** That's not...

**Ava:** Speaking of Kit, why didn't he tell us about it during the war? Don't you think it might have come in handy?!

**Peter:** He didn't know about it ok! Apparently the Bpaa Thap was effective in keeping peace, but when organisations like S.H.I.E.L.D. started to come into play, the Bpaa Thap had little more to do. By the time Kit was rediscovered as the Phantom, it had more or less been dissolved. When the Singh war came to an end, the League thought it was time to bring it back, so we spent the last few years getting the organisation on its feet.

_Ava let Peter explain but she still didn't look happy. After a few moments she queried about something that had been nagging at her since their arrival_

**Ava:** What does Bpaa Thap mean anyway?

**Peter:** I'm told its ancient Bangallian ... roughly translate to "Shadow Law".

_Suddenly Ava just turned round and started towards the door._

**Peter:** Where are you going?

**Ava:** A walk!

**Peter:** Ok ... there's a training exercise with the rest of the League in an hour if you're...

_Ava left the room and slammed the door behind her._

**Peter:** Interested...

_**(Peter) What did I say? Why's she so cranky?**_

**_(Angel Spidey) If only he knew._**

_**(Devil Spidey) Boy is he in for a suprise.**_

* * *

**Bpaa Thap Training Simulator**

_About an hour later, Spiderman met up with his fellow teammates; Green Hornet, Zorro and Phantom inside the facility's top of the line simulator. Based similarly on S.H.I.E.L.D.s own holographic technology, the League uses it to train for various scenarios in numerous terrains. Currently the guys are killing time while they're waiting for the rest of their team._

**Zorro:** So what's the drill for today, amigos?

**Green Hornet:** Team matchup; Guys vs. Girls ... simple elimination match.

**Phantom:** Just be thankful that I'm one this side Spidey.

**Spiderman:** For the last time; I'm sorry, but we were out of options...

**Phantom:** I know ... but I don't care if you are a founding member; don't you ever go above my head ever again, especially when it comes to Bangalla.

**Spiderman:** Fair enough.

**Green Hornet:** So how did Ava take the news?

**Spiderman:** Not well ... we had a fight.

**Zorro:** You too?

**Spiderman:** What do you mean?

**Zorro:** Señor Hornet and Señorita Kato had a tiff not long ago too.

**Green Hornet:** Drop it Zorro!

**Spiderman:** What about?

**Green Hornet:** Kato wasn't happy about your decision to involve S.H.I.E.L.D. either. She and I have some bad history with them and she wasn't pleased to hear that I supported you.

**Phantom:** She's not the only one.

**Spiderman:** So how are things now?

**Green Hornet:** Whenever she gets angry, I leave her alone to vent. She'll be fine in a bit.

**Phantom:** Where are the girls?

* * *

_Meanwhile, in the simulators control room; Dana is sitting behind a terminal, overseeing the training exercise. Just then Ava, Mary Jane and Aunt May entered the room and walked over to join Dana._

**Ava:** So when did you two get here?

**MJ:** Kit had us picked up and flown here a few days ago. The Island outside is beautiful, I still can't believe his family's from here.

**Dana:** Have you settled in ok Mrs Parker?

**Aunt May:** I told you before Dana, call me May. But there is one thing I wanted to bring up; Are they absolutely necessary?

_She points over to the two armed JP guards standing by the two, who have been escorting her and MJ around the facility ever since they've arrived._

**Dana:** Sorry Mrs... Err... May, Kit's orders. Be thankful though, he originally wanted a whole squad assigned to you but Peter talked him down.

**Aunt May:** Oh I see. So what's going on here?

**Dana:** League training exercise ... guys vs. the girls.

**Ava:** So shouldn't we be down there?

**Dana:** Well... there's been a change of plan.

_Back down at the training floor, the guys are still waiting for the girls to arrive. During that time a few of the other superhero teams had arrived to check out the simulator from the other observation rooms._

**Spiderman:** Looks like we have an audience for this one guys.

**Phantom:** Only if the girls hurry up...

**Dana:** _"So guys, there's been a last minute change of plan for the exercise"_

_Suddenly the simulator activates and holograms start to form around Spidey and the guys until their surroundings resemble that of a warehouse._

**Green Hornet:** What change...?

_Before he could finish, a loud smashing noise suddenly came from a metal door at the far end of the warehouse. It continued to be heard, just as large dents were now being formed in the frame._

**Dana:** _"It's now 4 on 1"_

_The guys began to step gingerly away from the door as it continued to be smashed open. That was until Spidey had a concerning thought._

**Spiderman:** Err ... Hornet. How exactly does Kato vent her frustration?

**Green Hornet:** She ... trains.

**Zorro:** You don't think...?

_Suddenly the door burst off its hinges and flew straight towards them. The guys managed to duck in time to allow the door to fly over their heads and crash down behind them. As they looked up, they saw their teammate Kato standing before them, wearing her battle armour and cracking her knuckles._

**Kato:** Ok ... so who's first?

**Spiderman:** I'm scared!

**Green Hornet:** You should be.

_**A/N:Easy ... easy now ... Let's just put down those pitchforks and give me a chance to explain; First of all my computer is on its deathbed, it has frozen and crashed several times before I had a chance to upload this chapter. Second of all I would have got it out sooner, only Daredevil season 2 aired so naturally I was distracted. I'll try and get the next chapter out as soon as I can but until I get a new computer ... that might take a while.**_

_**Thanks**_


	18. A Kato Scorned

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

**P.S. This scene was heavily inspired by one of my favorite shows on the internet ... 3 guesses to which one.**

* * *

**Chapter 17: A Kato Scorned**

**Bpaa Thap Headquarters**

**Danny:** This place ... despite its modern efficiently it has a peaceful tranquillity to it. The balance between technology and nature is respected here.

**Luke:** Yeah, military facilitys one on side, beachfront property on the other...

_At that moment a group of soldiers ran past the two heroes. They seemed to be in a hurry, one even bumped into Luke._

**JP Soldier:** Oh, sorry sir.

**Luke:** Yo man, what's the hurry?

**JP Soldier:** We're going to the training simulator; 4 on 1 fight between League members... we can't miss this.

_The soldier runs off to catch up with his comrades, leaving Danny and Luke standing the corridor._

**Danny:** Shall we?

* * *

**Training Simulator**

**Green Hornet:** RUN!

**Phantom:** CRAP! WHERE IS SHE?

**Spiderman:** I DON'T WANT TO DIE!

_The four League members are running throughout the warehouse, navigating through a maze of crates. Eventually they stop to catch their breath while trying to avoid the hunter chasing them._

**Zorro:** We ... can't ... do ... this ... forever...

**Green Hornet:** If only ... we could.

**Phantom:** That's it! We need to fight back!

**Spiderman:** Are you nuts?

**Phantom:** It's four on one; what's she going to do? Pick us off one by...

_At that very moment, Katos hand punched its way through from inside the crate behind Phantom and grabbed him by the head._

**Phantom:** ONE!

_She pulled him back and knocked him against the crate before throwing him to one side. Next Kato burst through the solid steel crate, punched Hornet in the gut before he could draw his gas gun and threw him into Zorro. Then at full speed she charged and tackled both heroes, sending them flying across the floor. Meanwhile Spiderman managed to leap out of the way, onto the ceiling and began crawling towards the control room until he was hanging upside down from his webs, looking at the girls inside._

**Spiderman:** Err ... girls, any chance you can lend us a hand here?

_Dana sheepishly shrugged her shoulders at him while Ava stared at him with a blank look on her face._

**Spiderman:** Ava ... kitten ... don't make me beg?

_Her expression remained unphased._

**Spiderman:** You're still mad aren't you?

_Ava pressed a button on the console and a number of small turrets appeared from the ceiling and opened fired at the web-slinger._

_**(Spiderman) eep!**_

_He leapt out the way to avoid the incoming fire and had no choice but to rejoin his teammates down below. Kato had tossed a barrel at Green Hornet, who managed to duck in time, but only for the barrel to strike Phantom standing right behind Hornet. Before either of them could recover, Kato had already closed the distance by rolling forward and grabbing them both by the throat. Over the next few minutes she banged their heads together, avoided all their attacks and countered with punches of her own. Eventually she floored Phantom and began blitzing Hornet with a series of punches and kicks that he failed miserably to defend against._

**Green Hornet:** I ... get ... the ... feeling ... you're ... still ... up ... set...

_Kato caught one of his punches and flipped him onto the floor, kicks him a few feet off the ground and finally high kicks him in mid air, sending him flying across the room to crash into the side of a crate. As she made her way over to a recovering Phantom, Zorro then calls her out._

**Zorro:** Senorita! Calm yourself and step away from Señor Phantom.

_Kato slowly steps closer to Zorro, cracking her knuckles all the time. Zorro drew his sword and the two started to encircle each other in a standoff, waiting for the other to make the first move. Meanwhile Spiderman had crawled his way along the top of the crates, right behind Kato. As he looked over his target he could see that the standoff didn't end in Zorros favour. Already Kato had the Latino vigilantly in a headlock and forcing him to his knees._

**Zorro:** SPIDER! DO SOMETHING!

_He looked up at Spiderman, but this catches Kato's attention and she also looks in the wall-crawlers direction._

**Spiderman:** YOU TOTOLLY RATTED ME OUT!

_Kato broke off from her hold of Zorro and ran over to the stake off crates that Spiderman was on top._

_**(Spiderman) Oh nuts!**_

_He fired a barrage of impact webbing at the incoming Kato but thanks to her fine tuned agility, she was able to avoid every shot before reaching the bottom of the stacked crates and with full force punched the side._

**Spiderman:** OH NUTS!

_The stake of crates began to collapse which caused Spiderman to lose his balance and fall to the ground. Before he struck the ground, Spiderman was caught by Kato who merely kicked him across the floor to crash into Zorro, just as he got back to his feet._

* * *

_Meanwhile; almost all the observation stations were packed full of spectators eagerly watching the fight. Even Director Fury and Coulson managed to spare the time to enjoy Spidermans humiliation. While inside the control room; Aunt May, MJ and Dana cringed every now and again at the brutality while Ava struggled to hold back a smile._

**Aunt May:** Dana dear ... couldn't you tell that Kato girl to ease up a bit?

**Dana:** Do you want to tell her?

**Aunt May:** Good point.

* * *

_Back on the training floor; the guys stagger back to their feet while Kato stands with her arms crossed waiting for them to recover for the next round._

**Spiderman:** What do we do?

**Zorro:** I don't know ... I've never hit a girl in my life.

**Phantom:** Yeah we noticed ... try harder.

_The guys entered a combat stance; Zorro has his sword unsheathed, Hornet and Phantom have their guns drawn. While Spiderman in a desperate attempted to arm himself, picks up a random cone he found and raised it above his head. Kato cracks her neck and charges at her opponents; though they tried to counter attack, Kato easily out manoeuvred them. She disarmed Phantom and knocked him to the ground, uppercutted Zorro so hard that he flipped backwards and collided with a nearby crate. She also dodged a few shots from Hornets gas gun before countering with a kick to the stomach._

_Suddenly she felt Spidermans webbing strike her back, but before he could do anything else, Kato turned round, grabbed the web line and yanked Spiderman towards her. When he was a few feet in front of her, she kicked him square in the crotch which floored him in seconds._

**Audience:** OOOOOHHH!

**Spiderman:** My ... Arach ... nads.

_While still recovering from the greatest pain a man can endure, Kato picked Spiderman up by the head and placed him in a sitting position. She then backs away from him until she was several feet away, then runs straight at him. Knowing what was going to happen next, Spiderman hastily reached behind him and grabs hold of the cone from before and placed it over his crotch._

**Spiderman:** PROTECT ME CONE!

_A second later, Kato reached him and kicked him so hard that he once again went flying several feet and crashed into Hornet and Zorro as they were getting back to their feet._

**Phantom:** You idiots; let me show you how it's d...

_From out of nowhere, Kato punches Phantom as he turned to face her and knocks him over to the rest of his team._

**Green Hornet:** Nice demonstration Kit.

**Phantom:** Shut up...

_After finally recovering from his fatal blow from Kato, Spiderman activates his communicator and waits for Ava to answer._

**Spiderman:** Ava, remember I said I wasn't going to beg? Forget that ... I'm begging you, right now!

* * *

_Up in the observation station, Ava just stares at Spiderman through her communicator for a brief moment before walking over to Dana's console._

**Ava:** What kind of training obstacles does this simulator have?

**Dana:** You want to level the playing field?

**Ava:** Yeah ... let's give them a fighting chance.

* * *

_Back down on the training floor, Kato slowly advances on the guys as they cautiously back away. Then all of a sudden large metal tentacles emerged from the ground and wrapped themselves around Kato's limbs, restraining her on the spot._

**Phantom:** I can't believe that worked.

_But before they could celebrate, Kato had already begun to break free from her restraints._

**Spiderman:** Oh crap, that didn't work!

**Dana:** _"Of course that didn't work ... you do know Kato's a bit of a badass right?"_

**Zorro:** That's it!

_Zorro charges at Kato with his sword in hand just as she breaks free completely from her restraints and slices his sword down at Kato, but she uses her armoured gloves to deflect his attack. This carries on for a few minutes, with Kato occasionally catching Zorro off guard with a few well placed punches. As their fight continues on, the rest of the guys were caught off balance by sections of the floor starting to move spontaneously. Sections started to rise up higher than others, while others moved across the ground; separating most of the group. However Zorro and Katos fight remained unaffected, until Kato threw Zorro over her shoulder and flung him across the room. Before he hit the ground, a section of floor shot up and struck Zorro, propelling him higher up in the air until he crashed down beside the rest of the team._

**Spiderman:** Whoa! Did you see that?

**Phantom:** How could I have missed that?

_As they helped Zorro back to his feet, Kato landed right in front of the guys and engaged each of them. Next, the simulators lights started to flicker on and off while the fight rages on, making it more difficult for the guys to counter Katos attacks. After a minute or so, the lights turned completely off, so everyone watching on the side lines could only here the commotion inside. After feeling around in the dark, Zorro managed to sneak up on Kato._

**Zorro:** I've got her!

**Phantom:** Get her!

_For the next few minutes, the guys beat on their target, however Hornet starts to recognise the grunts of pain he could here from their victim._

**Green Hornet:** Hold on guys wait...! I think that's Spidey!

_Suddenly the lights flicker back on revealing Phantom holding Spidey in a head lock while punching his head repeatedly, he stopped with his arm raised when he realised who it was._

**Phantom:** Huh?

**Spiderman:** Can you let ... me go ... please.

_Phantom just stares at Spiderman for a moment before punching him in the head._

**Spiderman:** Oww! Why'd you do that?

**Phantom:** Meh, had to get it out my system.

_Phantom lets go of Spiderman and lets him stagger back until he bumps into Hornet. Just as they make contact, the floor beneath them began to move once again._

**Green Hornet:** Hold on!

**Spiderman:** Whoa, whoa, whoa!

_As the floor disappeared below them, the two of them held on to each other while struggling to keep their feet on their sections of the floor. By the time the floor stopped moving, Hornet and Spiderman were holding each other up in an upside-down "V" stance._

**Green Hornet:** A little help guys!

**Zorro:** Hold on.

**Spiderman:** Funny!

**Phantom:** Wait, where's Kato?

_For a brief moment everyone looked around but couldn't see her anywhere, until Spiderman looked down at the space below him and Hornet, and found Kato casually waiting._

**Spiderman:** Err ... I see her.

_Hornet looks down and notices Kato._

**Green Hornet:** Err Kato ... you're not still upset about before are you?

_Kato quietly responds by reaching up and straight up punched Hornet right in the nuts, causing Hornet to let go of Spiderman and grab his crotch._

**Green Hornet:** ... why...?

_As both Hornet and Spiderman fell into the ditch, Kato leapt up and grabbed Spiderman in mid-air. They reached back up top, however Kato landed on top of the web-slinger, mounted him and then began slamming her fist down repeatedly on Spidermans head while he desperately tries to block with his arms._

**Spiderman:** Is this ... what you're like with Hornet ... straight to the mount? Does he at least ... buy you dinner first?

_Meanwhile, Phantom and Zorro managed to recover a weapons cache that Dana dropped in. It had everything from stun guns to flash bangs, but the one that caught Phantoms attention was an experimental rocket launcher that uses concussive ammo ... enough to knock out an elephant._

**Phantom:** Perfect.

_He shoulders the launcher and aims it at his target while she continues to punch the crap out of Spiderman ... which he couldn't help smirking at. Before he could pull the trigger however, Hornet gingerly wanders in front of Phantoms line of sight, clutching his crotch and whining in agony._

**Zorro:** Señor Hornet, get down!

_Before Hornet could respond, Kato kicked Spiderman off the ground so hard he smacked into Hornet and knocked him down. But before Spiderman even hit the floor, Kato grabbed him by the leg and spun him around so fast that when she let go, Spiderman went flying across the room and land next to the guys._

**Zorro:** You're all clear Phantom!

**Phantom:** Fire in the hole!

_He pulled the trigger and fired the rocket right at Kato as she about turned and ran. The rocket homed in on its target and followed Kato, but thanks to the enhanced abilities of her suit, she was able to outrun it throughout the simulator. After leaping over countless obstacles and sharp turns, Kato was able to lead her "starker" back towards the guys._

**Phantom:** Are you fucking kidding me?!

**Zorro:** RUN!

_The four heroes panicked and tried to scatter, but they kept getting in each other's way and this gave Kato enough time to reach them and with a single punch, managed to knock down Hornet, Spiderman and Zorro as she ran past them. When she got to Phantom, he was surprised when she just slid under his open legs but was horrified when the rocket was homing in and heading straight for his..._

**Phantom:** OH GOD NOT LIKE THIS!

_He protected his crotch just as the rocket passed by under his legs._

**Phantom:** Oh thank go...

_The rocket impacted a crate behind him and exploded, causing Phantom, Hornet, Zorro and Spiderman to be flung across the room by its force. The four of them landed at different parts of the simulator and collapsed to the floor in agony. With the exception of Zorro, who managed to get to his feet quicker than the others since he took a slightly less of a beating from Kato. Unfortunately for him, this changed suddenly when he failed to notice Kato walking up behind him and kick him squarely in his crotch. He collapsed in pain, but not before winching to his attacker._

**Zorro:** Why won't you just ... kill us?

_The guys were left alone in agony as Kato casually left the simulator. A minute or so later; Dana, along with a very concerned Ava, MJ and Aunt May arrived with a medical team ... and a lot of ice._

**Dana:** Maybe we let this go a bit too far?

**Ava/MJ/Aunt May:** YOU THINK?!

* * *

**The Emperors Reach – On route to Earth**

_In a grand training arena located in the city-sized dreadnought; the Princess of Mongo is dawning light training gear while wielding a training staff against a platoon of the Emperors elite Honour Guards. While using precision timing and impressive martial skills, she was able to take down every single one of her opponents in a matter of seconds until she stood in the middle of the arena amongst all guards moaning in pain on the ground._

**Mongo Princess:** Again.

_One Honour Guard manages to stagger to his knees to address the Princess._

**Honour Guard:** You Highness ... forgive me but you've been training for 5 hours ... perhaps if you allow us to rest...

_In one swift motion, the Princess positions the end of her staff firmly against the guards' throat._

**Mongo Princess:** I said ... again!

_Begrudgingly; the guard got to his feet and motivated the others to follow. The dropped into their battle stances and continued with the Princesses "training"._

* * *

**A/N: Comment and Review.**

**Thanks**


	19. Uneasy Alliances

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 18: Uneasy Alliances**

**Bpaa Thap Headquarters – Bangalla**

**Ava:** Here Peter, is that any better?

_It's been about 10 minutes since the humiliating beat down Spiderman and his friends had endured at the hands of Kato. Medics had arrived on the training floor the moment the exercise ended and attended to the guys. Now Ava is nursing her injured fiancé by holding a large ice pack next to his groin while medics attend to his other injures._

**Peter:** I suppose ... feeling intense pain is a good thing ... means I can still feel it.

**Ava:** Is it that bad?

**Peter:** It was like ... being hit with a sledge hammer.

**Ava:** Oh god!

_She applies more pressure on the ice bag, causing Peter to wince in pain._

**Peter:** Ava ... I'm sorry ... about before...

Ava: Shush... forget about that; let's just focus on getting you back on your feet.

_Peter managed to flash her one of his boyish grin through the pain and Ava responded by kissing him gently on his forehead._

**Peter:** How are the guys?

_She looked over and saw a few medics helping Hornet to his feet, while he too clutches an ice pack on his groin. Meanwhile Zorro is being treated by a few female medics, but apparently his injures hasn't halted his ability to flirt with them the entire time. The only one that's currently able to stand is Phantom, and he's being fussed over by MJ whom insisted she treats the bruises on his face._

**Ava:** They're ... managing.

_Just then Aunt May came over to check on Peter as the medics announced that he was going to be fine._

**Aunt May:** Peter, please tell me this doesn't happen every time you train?

**Peter:** No ... only when Kato's in one of her moods.

**Aunt May:** Sweetheart, I understand that you have to train at a certain level, but still that girl was out of control.

**Peter:** Don't let her fool you; she knew exactly what she was doing. I just feel bad for Luke.

_He looked over to see his green clad friend being escorted passed them by a few medics and calls out to him._

**Peter:** You ok Luke?

**Green Hornet:** Let me put it this way ... right now I'm thanking god Kato didn't know I had a few my "hornets" preserved elsewhere. If she did she may not have gone so easy one me.

**Ava:** She beat you in every inch of your life, not to mention punching you in the nuts?

**Green Hornet:** Like I said ... easy. Otherwise she'd have punched me several times.

_He chuckled at his own joke before once again clutching his ice pack to soothe the pain down below._

**Green Hornet:** I need to go lie down.

**Peter:** Get some rest ... it may be the last chance we get.

* * *

**A Few Days Later...**

_It wasn't long before the Island of Bangalla became the centre hub for coordinating Earth's defence. Thanks to the vast shadow network the Bpaa Thap had at their disposable, they were able to bypass diplomatic channels and assemble the material, equipment and military resources they needed thanks to already established agents placed high up in governments worldwide._

_Repairs to the Tri-Carriers were already well underway, although only Alpha was fully functional; efforts were focused on rebuilding several of S.H.I.E.L.D.s Astro-Carriers to increase perimeter defence of the planet. Meanwhile in Earth's orbit, S.W.O.R.D.s Peak station has come back online thanks to the combined efforts from the Bpaa Thap, the Damocles and Xandarian forces. And even experimental defence satellites from Stark Industries have also been put into place around Earths orbit._

_Despite progress being made in terms of communication, repairs and orbital defence; the main issue still at large was recruiting, equipping and training a sizable force to aid in Earths defence. Most of the world's militaries suffered significant losses in the first attack, however the Bpaa Thap was able to contact defence organisations like S.T.R.I.K.E., Central Control and various others and convinced them to send what personal they had left to be trained and equipped by the Bpaa Thap. Unfortunately relations between the Bpaa Thap and S.H.I.E.L.D. made this a tricky process..._

* * *

**Bpaa Thap Command Centre – Bangalla**

**Nick Fury:** This is a joke!

**Phantom:** Do I look like I have a sense of humour!

_Recruits from various different organisations have been gathered to receive new equipment; however both Director Fury and Phantom have disagreements on what the new equipment should be._

**Nick Fury:** This ain't my first rodeo kid, S.H.I.E.L.D.s weapons are the most advanced pieces of technology in the world, and we need the best to hold of these Mongovians.

**Phantom:** Yeah, and look how effective they worked last time. That's the problem with energy weapons; at most they just burned the enemies armor. I've seen what the Mongovian soldiers are capable of; we need to have something with a lot more stopping power.

**Nick Fury:** Bangallian weapons? No offence kid, but your weapons and ammo are outdated by comparison.

_Phantom doesn't back down, he walks up to Fury and the two of them stare each other down while everyone else gingerly backs away slowly from them. Before anything could kick off, Sarah steps out from the crowd and walks up behind Phantom._

**Sarah:** Kit, calm down! Maybe a "demonstration" is in order?

**Phantom:** Fine!

* * *

**Bpaa Thap Shooting Range**

_A few minutes later; Phantom, Sarah along with Fury and various recruits have gathered in one of the shooting ranges the Jungle Patrol use for training, in order to compare S.H.I.E.L.D.s and the Jungle Patrols weapons. A few Bpaa Thap personnel's bring out a crate of rifles and place it beside Sarah, who then picks one up to demonstrate to everyone around._

**Sarah:** This is the Jungle Patrols E11 Phasma Rifle; it carries a 50 round top loading magazine of armour piercing rounds with a rate of fire of 900 rounds per minute. But unlike conventional weapons that use explosive or propellant technology, the E11 uses electromagnetic forces to achieve a very high kinetic energy that outstrips the range and destructive force of any weapon to date ... basically I am holding a hand held railgun.

**Phantom:** And what exactly is S.H.I.E.L.D. bringing to the table?

_Director Fury nods to agent Coulson who then steps forward holding S.H.I.E.L.D.s standard rifle._

**Coulson:** This weapon is S.H.I.E.L.D.s standard-issue rifle; the XO-47. A directed-energy weapon that uses a superheated ionized gas instead of projectile ammunition. It has a power output of 100-150 KV 2~ 3 dA and can fire 360 to 540 rounds per minute. Its power output can be altered making this rifle extremely efficient in stunning "soft" targets, while doing excessive amounts of damage to a heavily armoured target.

_Nearly everyone present was eyeing up the XO-47 with a look of awe, however Phantom merely rolled his eyes and activate a nearby console. About 70 yards away from where they stood, 3 target dummies arose from the ground and positioned themselves in line._

**Phantom:** Ok ... Phil, fire away.

_At the use of being addressed by his first name, Coulson scold at Phantom before stepping up to the firing line and took aim. He fired three consisting rounds, one for each target. Two of his shots hit their mark with ease; however he missed the centre target by an inch. He turned round to receive some praise for his marksmanship skills form his fellow agents but also a sarcastic clap from Phantom._

**Phantom:** Two out of three ... not bad. Sarah, you're up.

_The Rocketeer carried her Phasma rifle over to the firing line, but before she could begin Phantom interrupted._

**Phantom:** Hold up; let's make it a little interesting.

_He fiddled about with the console he was at and when he was done, the targets started to move from side to side._

**Phantom:** When ready.

_Sarah took a deep breath and aimed her weapon. The second she pulled the trigger, her rifle unleashed a barrage of projectiles that tore into the targets, tearing away large chunks until only one of the tattered dummies was still standing._

**Phantom:** Sarah, demonstrate the weapon on single shot.

_Sarah adjusts her rifle and fired a single round at the last target ... blowing its head apart like a watermelon. Everyone was gobsmacked at what they just witnessed; even Fury, who usually keeps a close guard on his thoughts, let his mouth hang open at what he'd seen._

**Phantom:** This...

_He walks over to Coulson and snatches his weapon out of his hands and holds it up for all to see._

**Phantom:** Is a weapon of "Enforcement" ... it's made to incapacitate or immobilise the enemy.

_He then drops the XO-47 as if it was a toy and picks up another Phasma rifle from the crate._

**Phantom:** This ... is a weapon of "War". It's made to kill the enemy.

**Sarah:** And it's capable of doing so effectively at five times the range I just demonstrated.

**Phantom:** Look, don't be fooled by flashy energy weapons. In my experience they can knock you off your feet and even burn you. Their technology is designed and built to defend against the weapons that S.H.I.E.L.D., Skulls ... hell even the Shiar have at their disposal. So we need something these alien bastards haven't come across yet, something that can throw them off their game and give us the advantage we need.

_Everyone fell silent, waiting in anticipation for the Director of S.H.I.E.L.D. to make his final argument._

**Nick Fury:** How soon can you equip our forces?

**Phantom:** We have enough to equip a full battalion; the Bpaa Thap is manufacturing more as we speak.

**Nick Fury:** All right ... then we better get familiar.

_He ordered his men to equip themselves with the Bpaa Thaps weapons and begin practicing on the shooting gallery. Meanwhile both Phantom and Rocketeer are standing off at the side, watching them._

**Sarah:** Was it really necessary to humiliate them like that.

**Phantom:** Necessary? ... No. But that's what happens when you talk trash about Bangalla.

* * *

**A Few Weeks Later...**

_Spiderman and the rest of the League have been making great strides to strengthen the cooperation between governments and organizations all over the world. Every day more superhero teams are being recruited to help coordinate defensives, from the Defenders to Alpha Flight and even the Winter Guard. However they also had offers of help from a few unexpected allies like Hammer Industries, but the most unexpected offer of help appeared on a morning that Spiderman won't soon forget._

* * *

**Bpaa Thap Communications Centre – Day**

_Spiderman and Dana are busy discussing communication protocols when suddenly an alarm went off and an announcement was made by a com-officer through the intercom._

**Com-Officer:**_ "Unknown signal broadcasting on our secure frequency."_

**Dana:** How unknown?

**Com-Officer:** _"Earth origin ... Triangulating position..."_

_Before he could respond, every monitor in the centre became engulfed with static for a few moments until the image of Dr Doom appeared clearly on each screen._

**Spiderman:** Oh ... Doom.

**Dr Doom:**_ "Doom demands to speak to the one in charge."_

**Spiderman:** Doom ... buddy, small world we were just talking about you.

_The image of the lord of Latveria just glares menacingly at the wall-crawler._

**Spiderman:** All good.

**Dr Doom:**_ "By now you are aware of the Mongo threat upon this world and the rest of the galaxy. And like S.H.I.E.L.D., Doominion forces have engaged them in battle."_

**Spiderman:** I admit there's been a little bit of chit ... and chat around the water cooler about the Doominions efforts during the invasion ... how did it go?

**Dr Doom:**_ "The Doominion held them at bay; however they proved to be a more formidable force than first anticipated."_

**Spiderman:** Yeah ... pesky little guys weren't they?

**Dr Doom:** _"I am aware that you and your ... organization posses the means to fight them effectively."_

**Spiderman:** More or less, I mean I'm not the type of guy who toots his own horn but...

**Dr Doom:** _"I demand to know what means you used to achieve this feat."_

**Spiderman:** I'm sorry; we must have a bad connection there for a second ... but it almost sounded like the great and all powerful Doom was asking me for help.

**Dr Doom:**_ "The Mongovians are a threat to everyone, including citizens of the Doomstrat Dominion. I am proposing a cooperation of mutual benefaction to fight a common enemy."_

**Spiderman:** Wow this is an occasion ... you know that bitter taste in your throat, that's kinda wrapped round your uvula? That's what's left of your pride.

_If not for his steel mask, Spiderman probably would have coward in fear form the look Doom was giving him under it._

**Dr Doom:** _"I suggest you curb your amusement ... boy."_

**Dana:** If there is going to be co-operation between us and the Doominion, then the first thing we need to discuss is strategy. We've reached the conclusion that taking on the Mongovians head on is foolish so we...

**Phantom:** Dana...

_Both Spiderman and Moonstar turned round to see their friend Phantom standing at the Command Centre entrance. He then walks over to where his friends are standing and places a hand on Danas shoulder._

**Phantom:** let me, I've got this. See I can't help but have a better idea; how about instead of helping you, we just sit back and let you get your ass kicked? That way you'd be finally gone and we can sleep easier at night.

**Spiderman:** Err ... Kit...?

**Dr Doom:**_ "You cannot be serious!?"_

Spiderman: Actually he can be; just chooses not to ... most of the time.

**Dr Doom:**_ "By refusing me, you're dooming not just yourselves but all of humanity."_

**Phantom:** What can I say? I think big.

_He then reaches over to a nearby console and activates it, as a result, the link between them and Dr Dooms is severed and the image of Latverias leader disappears abruptly._

**Dana:** Kit ... what the hell was that?

**Phantom:** I'm sorry guys, but I'm just not ready to trust him yet.

* * *

**A Few Days Later...**

_Unfortunately for Phantom, along with other like minded members of the League, the offer they received from Dr Doom wasn't the last time they had to deal with the villains of the world. S.H.I.E.L.D. had began recruiting criminals in an attempt to bolster their ranks and insisted they received similar training and equipment that the Bpaa Thap was providing. The League had agreed to the training ... as long as it was on an off shore facility, but Phantom was reluctant in providing any of the Bpaa Thaps technology. So another means to equip the criminals was needed to be found..._

* * *

**S.H.I.E.L.D. Triskelion – Prison Wing**

**Iron Maiden:** YOU LIED TO ME!

_She screamed through her cells force field at the repesentives standing in front of her; Black Widow, Green Hornet and Kato._

**Black Widow:** I never lied.

_She holds up a tablet to Maiden._

**Black Widow:** I said you'd get to see your son ... I never said in person.

**Green Hornet:** This is probably the closest you'll ever get. I suggest you take it.

After a minute of silence, Iron Maiden gave a reluctant nod. In response to this, Widow placed the tablet through the compartment that is usually for passing food to prisoners and allowed Maiden to pick it up and activate it. She watched as the tablets screen showed a live camera feed to a room that resembled a day-care centre. She could see sitting by a small table, a young boy about 4 years old, colouring in a picture with the help of an S.H.I.E.L.D. Day-care bot.

**Iron Maiden:** Temur ... What that thing doing there?

**Black Widow:** It provides care and protection...

**Iron Maiden:** It's a thing! My son needs human interaction.

_She never took her eyes off the screen since the moment she saw her son._

**Iron Maiden:** He looks thin ... what have you been feeding him?

**Black Widow:** He's been getting the required nutrients for a boy his age...

**Iron Maiden:** Has he been sleeping well? What games has he been playing...

_Suddenly the image on the screen went black, cutting off Maiden from her son and causing her to lash out at her visitors._

**Iron Maiden:** TURN IT ON! I WANT HIM BACK!

**Black Widow:** I'll re-establish connection ... as soon as you provide the information we want.

_The two women stared each other down for what seemed like an eternity to Hornet and Kato. But eventually Maiden knuckled under and sat back down on her bed looking defeated._

**Iron Maiden:** S.H.I.E.L.D. managed to recover what remains of the Brotherhoods database correct? Locate the file labelled "U.S. Inland Resource" ... you'll find locations of Brotherhood facilities all over the country; they'll have the tech and equipment you need.

_Black Widow didn't say anything, but activated the console on her wrist. Suddenly the footage on the tablet reappeared and Maiden instantly drew her eyes to it. As Black Widow walked away, both Hornet and Kato hung back to watch Maiden as she curled up on her bed and held the tablet right up to her face._

**Kato:** This isn't right.

**Green Hornet:** I know, but we've been forced to deal with criminals before, this is no different.

**Kato:** I mean what S.H.I.E.L.D. is doing with Maiden and her son.

* * *

**A Few Days Later...**

_The time came to deploy their new force worldwide. Detachments were comprised of soldiers of the Bpaa Thap, S.H.I.E.L.D. Agents and various other operatives, including numerous criminals and super villains. Each detachment would be lead and managed by superhero teams positioned worldwide; Winter Guard and Big Hero 6 in Russia and Asia, Excalibur and Euroforce in Europe, Howling Commandos and Wild Pack in Eastern Europe and Thunderbolts in Australia. Black Panther will manage Africa along with Agents of S.M.A.S.H. while all that remained to decide was the U.S._

**Bpaa Thap Command Centre – Day**

**Nick Fury:** We have the Defenders and Heroes for Hire watching over the West Coast, positioned in Seattle and Los Angeles...

**Phantom:** Along with the Wreaking Crew of all people in Portland.

**Nick Fury:** The X-Men have been positioned in the South...

**Phantom:** While having to babysit the Serpent society at the same time.

**Zorro:** And might I inquire about...

**Spiderman:** Not to worry pal, Phantom has already sent Commander Guran and some of his finest members of the Jungle Patrol to Mexico, along with a detachment of S.H.I.E.L.D. and S.T.R.I.K.E. agents.

**Zorro:** Gracias.

**Phantom:** And not a single criminal amongst them.

**Nick Fury:** Kid, are we going to have this out again?

**Phantom:** No Director ... you've made your stance clear.

**Zorro:** So all that leaves us with is...

**Spiderman:** The East Coast.

**Nick Fury:** Key positions would be; D.C., Boston, Miami and of course New York.

**Spiderman:** And that's where we'll be.

**Nick Fury:** Actually Spiderman, it would be better if you and the League were in the capital. The Avengers are already in New York and we have operatives in Boston and Miami.

**Phantom:** Listen Fury, you can order your friends about as much as you want, but when it comes to the League you can cram it! If New York is where Spidey thinks we should be then that's that.

**Nick Fury:** I strongly disagree; a lot of the villains we have stationed there are old sparing partners of Spiderman and I don't want them getting ideas.

**Spiderman:** Fury relax, whoever's there I'm sure we can handle.

**?:** You sure about that ... buddy?

_The instant Spiderman heard the familiar voice he froze on the spot. After everything that had happened over the last month he'd been too occupied to think that this moment would happen. Slowly he turned around to see his best friend Harry Osborn standing several feet behind him._

**Spiderman:** Harry?

**Harry:** Peter.

_Everyone in the room could hear the amount of spite rolling off of Harry tongue as he said Spidermans name. Spiderman on the other hand couldn't think of anything to say, he wasn't prepared for this._

**Spiderman:** You're looking ... better.

**Harry:** You too ... Sorry I couldn't make it to the wedding. But it was a little tricky with being locked up in a loony bin after all.

_He took a few steps closer towards Spiderman, but before anything else could kick off both Zorro and Phantom stepped forward to stand between Harry and their teammate. Harry glared at the two of them, Zorro's hand placed over the hilt of his sword and Phantom's on his pistols grip._

**Harry:** Oooo... what are you going to do? Set your pals on me?

**Spiderman:** No ... wait ... How did you get out of Ravencroft?

**Harry:** Not that you bothered to noticed but you can thank you're good friend Fury there.

_Spiderman spun round to face Fury, who offered him a stern look._

**Nick Fury:** We recruited Mr Osborn and he offered us Oscorp resources...

**Harry:** On the condition ... that I get posted to New York.

_The tension between the two former friends could be felt throughout the entire room. They continued to stare at each other until Harry walks right up to Zorro and Phantom then calls to Spiderman over their shoulders._

**Harry:** It's going to be fun hanging out together Pete ... just like old times.

_He shot Spiderman a death glare before turning on his heels to stroll out of the command room, with Phantom nodding at two Jungle Patrol soldiers to follow him. The rest of the meeting was a blur to the Web-Slinger, all he had on his mind was a rerun of his reunion with Harry. When they finished, Spiderman headed straight to his accommodation. By the time he finally got to his door, just as he was about to open it he could hear Avas voice coming from inside._

* * *

_All he could hear though was a loud of grunts and muttered cursing coming from her. Though remembering that she scheduled a training session for this time today, he curiously opened the door and saw his fiancée standing in front of a full length mirror while changing into her Tiger uniform. However for some strange reason she was having difficulty getting her uniform to cover her waist, and that's when Spiderman finally noticed that she had gained some wait around that area._

**_That's weird ... Ava's normally very active at keeping in shape. Since when has started to let herself go? Wait how is it I've not noticed? Oh yeah ... impending invasion and everything ... Hey lay off me guys, I've been under a lot of stress lately._**

**Spiderman:** Ava?

**White Tiger:** Peter!

_She spun round so fast to face him that it nearly spooked him a little. He also couldn't help but notice that Tiger was acting very nervous towards him._

**White Tiger:** How long have you been standing there?

**Peter:** Not long, just had a meeting with... are you ok?

**White Tiger:** Me? I'm fine, just getting ready for a training session.

* * *

**Cutaway**

**Spiderman:** Sorry, let me just interrupt here for a moment. What your about to hear is without a shadow of a doubt the stupidest thing a man should say to his girlfriend/fiancée/wife/other. I'd advise you all to learn from this mistake so that nobody here will suffer the horrors of what comes next.

Normally this is the part of the announcement where we provide a helpline or website for victims of such brutality ... but unfortunate none such exist. Just prepare to hold your breath and think well of your friendly neighbourhood Spidey as the nightmare unfolds... ok Prosp88 ... let's get it over with.

**Cutaway Ends**

* * *

_Tiger faced the mirror and once again struggled with her uniform._

**Spiderman:** That's good ... looks like you're needing it.

_A deathly silence fell amongst the room, White Tiger stood with her back to Spiderman as if frozen in place._

_**Is it me or has it got rather cold in here?**_

_Tiger straightened up, clenched her fists and spoke in a stern but softly spoken voice._

**White Tiger:** I'm sorry ... what?

**Spiderman:** Don't take it personally but I have to say; around your waist you're looking a little ... _**porky**_.

_Spiderman watched his fiancée turn slowly round to face him; with the most menacing glare he had ever seen her give him. Tears were beginning to accumulate around her eyes and her breathing became very sharp and heavy._

**Spiderman:** Ava...?

_The claws of her left hand extended menacingly slowly._

**Spiderman:** Baby...?

_As did her other one._

_**Help?!**_

* * *

**Milky Way Galaxy**

_Arriving at the edge of our galaxy; the vast Mongo fleet gathers it forces in preparation for its up coming campaign against the planet Earth. On the bridge of the mother ship "The Emperors Reach", General Kala is receiving reports on reinforcements for their efforts._

**General Kala:** And what about our forces from the Skrull territories?

**Mongo Officer:** A detachment from them will arrive shortly.

**General Kala:** Excellent, relay my orders to their commander on arrival. Then we will be ready.

_The officer saluted her and was about to walk away but stopped in hesitation._

**General Kala:** Something to add?

**Mongo Officer:** Forgive me General if I'm specking out of turn, but if we keep diverting our forces from current occupied territories. Wont there be a possibility that we could lose the ground we've gained?

**General Kala**: The Emperor wishes to make an example of this defiant little world; they will learn that a victory against Mongo ... is short lived at best.

* * *

**A/N: I think we should leave them to it ... they have a lot to talk about.**

**Thanks**


	20. A Warriors Union

**DISCLAIMER:** **I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 19: A Warriors Union**

**Bpaa Thap Headquarters – Bangalla**

_MJ, Dana and Kato are walking down one of the hallways of the HQ while on their way to the cafeteria. But first they decided to stop by Avas and Peters room to invite their friend to join them. _

**MJ: **It's good that we're doing this, I feel like I haven't seen you guys since ... forever.

**Dana: **I know, things have been so busy and tense lately, it's nice to get together and catch up.

**Kato: **What are you talking about? We spend time with each other regularly enough.

**Dana: **Mulan, for the last time; an intense, hardcore training session doesn't count as girl bonding time.

**MJ:** Especially since I don't train at the same level as you ... or ... at all actually.

_The three girls turned the corner and made their way towards Ava's room up ahead, but right before they get there, they hear loud crashing and banging noises coming from Ava's room. Next they heard what seemed like Ava screaming franticly followed by more crashing sounds. For a brief moment the girls looked at each other; silently questioning what they should do before they all turned tailed and ran in the opposite direction. When they were safely a few corridors away they stopped to catch their breath._

**Dana: **What do you think that's all about?

**Kato: **Well ... if I was feeling malicious; I'd say Peter finally noticed Ava's physical changes and commented on it.

**MJ: **Oh Peter...

* * *

**Peters/Avas Bedroom**

**_Hey guys, your friendly neighborhood Spiderman here. Now some of you may be wondering why I'm hiding behind a sofa while also smelling like a toilet? To answer the latter; it's because I pissed my pants several minutes ago owing to the fact that I'm terrified beyond the capacity of rational thought. To the former; I'm doing my best to avoid incoming projectiles ... no I'm not in a life or death battle with one of my archenemies; that would be comforting by comparison. You see a few minutes ago, I made a comment about Ava's appearance and ever since then I've feared for my life because ... she didn't take it to well. _**

_Peter carefully raises his head over the back of the sofa, only to narrowly avoid another projectile (his cell phone) thrown by his thoroughly pissed off fiancée. The mere sight of her terrifies Peter, Ava is panting and heaving while sporting bloodshot eyes as she'd been crying and screaming at him for several minutes._

**Peter:** ... sweetie ... I get the feeling you're a tad upset?

**Ava:** OH YOU JUST NOTICED DID YOU? I GUESS ALL THAT EDUCATION WAS WELL SPENT; MR MASTERS DEGREE AND PHD HAS FIGURED OUT I'M F *&amp;ING UPSET!

_She picks up Peters laptop and hurls it at him, it misses his head by inches and it shatters against the wall behind him._

**Peter:** ... would you consider ... telling me ... why you're upset?

**Ava:** I NEARLY MARRIED A F &amp;*ING IDIOT! THERE THAT'S ONE REASON!

_Next was a chair that Peter had to avoid._

_**I think she's calming down now, what do you guys think... lets test the water.**_

**Peter:** ... sweetie ... why am I an ... idiot?

_That comment resulted in a Microwave being hurled at him._

_**Where did she even get that?**_

**Ava:** IT'S YOUR FAULT! IT'S YOUR FAULT I'M LIKE THIS!

**Peter:** Ava ... I'm really sorry I ... implied ... that you looked ... out ... of ... shape...

**Ava:** YOU STILL THINK THAT'S WHAT THIS IS ABOUT?!

_In a few strides, Ava reached the sofa Peter was using for cover and used her claws to rip it to pieces as Peter leapt up to cling to the bedroom ceiling._

**Ava:** DON'T YOU DARE THINK ABOUT TRYING THAT MOVE _**PETER FRANKLIN PARKER**_!

_She leapt up continually and lashed out at Peter with her claws as he desperately tries to avoid her._

**Peter:** Ava ... If it's not... OUCH! Then what... OUCH! Is it about?

_Ava leapt up one final time, caught Peter around his waist and sunk her claws in, causing Peter to cry out in pain and drop to the ground ... along with Ava. The two of them lay crumpled on the floor of their room and while Peter expected Ava to claw him to pieces, instead she broke down once again in tears and began sobbing._

**Ava:** I'm ... not ... Porky! I'm ... I'm ... I'm ...P... P... Pr...Preg...

_As Peter was still trying to comprehend what she's attempting to tell him, Chibi Spiderman climbs up on his shoulder and whispers something in his ear. Peter's eyes widen in realisation as Chibi Spiderman disappears into thin air and he rolled on top of his fiancée and looks down at her._

**Peter:** Your not...?

_All Ava could do was offer a slight nod in confirmation. At that point Peter collapsed down to lie beside Ava and gently embraced her in a hug that she welcomed and continued to cry into his chest. Peter just lay in silence while comforting her, all the time his mind was racing. For the last few weeks his mind had been focused entirely on the preparation efforts ... now there was nothing, nothing but Ava and the tiny life currently growing inside her. What was going to happen now? What would Uncle Ben say? What will Aunt May say? Did his father feel what he was feeling? Question continued to be asked inside his own head, too many to address, until Peter finally spoke up._

**Peter:** How long?

**Ava:** The day of our wedding.

**Peter:** Why didn't you tell me?

**Ava:** I don't know ... so much was happening at once ... I didn't think it was ... important.

**Peter:** You thought that I wouldn't consider the fact that you're pregnant ... Important?

**Ava:** You had so much to worry about ... I didn't want to add to it.

**Peter:** Ava...

_He raised her chin up with his hand so that he could look right at her._

**Peter:** You're the greatest thing to ever happen in my life. You are my single motivation for doing what we're doing, and now ... you've given me something else.

_Ava could see the sincerity in his eyes as he spoke; this made her finally offer a warm smile to him, which he returned. After this tender moment she looked around the room at the mess she made, then at herself as she looked in the now shattered mirror on the ground._

**Ava:** Look at this place ... All because I couldn't fit into my uniform.

**Peter:** It's alright ... I'll get someone to clean it up.

**Ava:** No Peter ... you were right, I looked at my refection and I couldn't handle it. You just called it as you saw it.

**Peter:** That's not fair...

**Ava**: I acted like a kid because I'm a stupid, fat...

**Peter:** Hey!

_He sharply sat back up and pulled Ava in front of him so that her back was resting against his chest. He then picked up a shard of glass and carefully placed it in her hands so that she could see her refection. Peter then brushed away Ava's long dark hair and began talking softly in her ear._

**Peter:** I see every great thing a man could possibly want in a woman: intelligence, courage, passion. Eyes; so dark and deep a man could get lost for years in them. Skin; flawless and as soft a satin. You have a body that even envies the goddesses of Asgard. Look at how beautiful you are...

_Ava was so flushed at what she was hearing that she looked away for a brief moment, only to have Peter gently turn her chin towards the refection._

**Peter:** Look ... Look at how beautiful you are.

_Ava was speechless, never had she expected to hear anything like what Peter was saying ever be about her, it was like something out of her romantic novels. All she could do was turn round and kiss Peter on the lips._

**Ava:** Thank you.

_Over the next hour, all Peter and Ava could talk about was the baby. It was as if the current state of the entire planet didn't exist, all other worries rendered mute while the two of them discuss details about something that happens to normal couples everywhere._

**Ava:** Peter, I want to have our baby at home. No hospitals, no S.H.I.E.L.D. medical facilities.

**Peter:** A home birth?

**Ava:** Yes, our baby should be brought into this world in a place of warmth and love, surrounded by friends and family.

**Peter:** Sounds perfect.

_He kissed Ava on her forehead before noticing how drained she looked._

**Peter:** Are you feeling alright?

**Ava:** I'm fine, just ... tired. Really ... really tired.

**Peter:** Well, in your pregnant state you did redecorate our room. Let's go for an early night.

_And on that note, both Peter and Ava found their way into bed (after tiding it up a bit) and relaxed in each other's arms until they drifted off into sleep._

* * *

_The sight of Ava's bloody and beaten body is lying several feet in front of Peter; her White Tiger uniform torn to shreds. As Spiderman desperately tries to open the doors, he noticed a shadowy figure creeping up on Ava from behind._

**Spiderman:** Ava, there's something ... take my hand ... hurry!

_He sticks his arm out of the small gap he made with the doors and reaches out to Ava. She struggles to crawl her way towards him, but suddenly gets dragged back by the figure grabbing hold of her leg._

**Spiderman:** NO!

_The mysterious figure flips Ava on her back and sits straddling her before placing its hands around her neck and squeezes tight. Ava struggles to breathe and wrestles with her attacker, but she finds herself too easily over powered. Spiderman reaches out desperately to Ava as she tries to do the same for him, their fingertips barely grazes each other. _

**Spiderman:** Just a bit closer.

_Just as he grabbed hold of Ava's hand, Spiderman felt her hand go limp and dropped onto the ground._

**Spiderman: **No ... no ... NO!

_Unable to tear his eyes away from Ava, he watched as the shadowy figure stood back up and lifted his fiancées lifeless body by her leg. It was only as this horrific sight was in full view that Spiderman recognised the figure holding up Ava ... his familiar green armour reflecting the web-slingers grief._

**Harry: **I told you it'll be fun hanging out again ... HAHAHAHAHA!

* * *

**Peter/Ava's Bedroom**

_Peter awoke abruptly, sitting up and gasping for air. He could feel cold sweat running down his face along with tears. Sharply Peter looked over at Ava, who once again was able to sleep through his disturbance. He started to breathe a little easier at seeing Ava is safe ... however..._

**Hobgoblin: **_"I told you, you wouldn't have her for too long. You took away a Goblins father ... a Goblin takes away your girl. HAHAHAHAH ... how fitting?"_

**Peter: **Shut up, that's not what happened or what's going to happen.

**Hobgoblin: **_"__Say's you... Poor little Spider curled in his bed, crying and whining that his girl is dead."_

_The Hobgoblins menacing laugh echoed inside Peters head so loud that he climbed out of the bed, pulled on a dressing grown and left the bedroom._

* * *

_In order to try and clear his head, Peter made his way to a nearby open walkway, giving him some much needed fresh a beautiful view of the Bangallain jungles right below. Peter stood about for several minutes, desperate to settle the turmoil in his mind. That was until someone came up behind him and slapped him on his shoulder, practically making him jump._

**Eduardo: **Calm yourself Peter, It's only me.

**Peter: **Eduardo ... sorry, I just didn't expect anyone up this late.

**Eduardo: **Late, Señor it's only 10:30 ... Nobodies seen you since the meeting this afternoon.

**Peter: **Yeah, I've been a little ... preoccupied.

**Eduardo: **About you friend Osborn.

**Peter: **No ... Ava's _**pregnant**_.

_The young swordsman's face lit up and he pulled Peter into an enthusiastic hug, much to the web-slingers surprise._

**Eduardo: **I knew it! I knew it was only a matter of time. Congratulations amigo...

**Peter: **Err ... thanks.

_Eduardo let him go and he could see the solemn expression taking over Peters face. _

**Eduardo: **You're not excited?

**Peter: **What ... no ... I am ... it's just that ... Oh man how did this happen?

**Eduardo: **Well, from my understanding; when a man loves his woman ... a powerful, uncontrollable urge sweeps over him...

**Peter:** I know _**how** _that happened ... I mean how did I become a father in the middle of all this?

**Eduardo:** I admit it's not ideal timing.

**Peter:** Ideal timing?! I was about to marry the most beautiful woman on the planet and then these guys show up with an attitude and mess it all up. After that all I wanted to do was give Ava the wedding she deserved but no, the Mongovians decide that they're coming back for round two and now Ava's...

_Eduardo let his friend continue to rant on while just listening to what he has to say._

**Peter: **Everything is just ... it's too much; I don't know what I should do.

**Eduardo:** Peter, relax ... take a deep breath.

_The web-head takes his friends advice; unfortunately it didn't have the relaxing effect he'd hoped._

**Eduardo: **When things appear to be overwhelming, it is best to take a step back from the big picture and tackle one piece at a time.

**Peter:** Ok ... what do you suggest?

**Eduardo:** Everything we have done in our preparation efforts has been done. We cannot do any more than that. It is only a matter of time until these Mongovians arrive, no point worrying about that. The only thing you can do anything about right now is Señorita Ayala and there's only one thing you need to do.

**Peter:** And that's...

**Eduardo:** You must _**marry** _her ... with haste.

**Peter:** I can't just...

**Eduardo:** If not for your libido, you'd have the luxury the marry her anyway you chose. But now she nurtures the fruit of your loins inside her, which means there's no time to wait ... especially considering what's coming.

**Peter:** I don't care if it's _**Ragnarok**_ tomorrow; I'm not forcing Ava into a shotgun wedding.

**Eduardo:** Well technically...

**Peter:** You know what I mean. I just wanted to give her a special wedding ... something she'd always treasure.

_Eduardo thought for a moment before being stuck with a thought that might help._

**Eduardo:** Wait ... I might have an idea.

* * *

_Minutes later, Peter and Eduardo find themselves in front of a familiar door in the dormitory wing, waiting for the room's occupant to answer. Eventually the door opens and Kit stands before them wearing nothing but boxers._

**Kit:** I just got into bed ... it better be an emergency

* * *

_Back in Peter's bedroom, Ava was still fast asleep in her bed, unaware of her lover's absence. For the first time in weeks, Ava was finally able to sleep comfortably thanks to the peace of mind of telling Peter the truth about her condition. She was even dreaming about Peter and herself coddling their future child ... that was until she found herself being shaken awake and found Peter sitting beside her, fully dressed in a simple shirt and pants._

**Ava:** Pete? What ... what time is it?

**Peter:** It's coming up to midnight.

**Ava:** Why'd you wake me?

**Peter:** Get changed ... I've got something to show you.

_A confused and tired Ava reluctantly agreed in the end and changed into her comfortable training tracksuit before being led out of the room by Peter and continued to do so even as he leads her out of the Bpaa Thap facility._

* * *

_Over the next 20 minutes, the two young heroes navigate their way through the dense Bangallian jungle. Peter seemed to know where he was going but occasionally he doubled back to go in a different direction._

**Ava:** Peter ... why have you got me treading through a dark jungle, in the middle of the night and in my tracksuit?!

**Peter:** Just ... trust me. Now what was it Kit said again; head west, past the stone formations, follow the river then east at the ... totem.

_The web-slinger found the marker he was looking for; a large wooden totem, similar to the ones found in Native American culture however Ava noticed a few facial carvings on it that seemed strangely familiar._

**Ava:** Peter; these carving look a bit like ... Phantom?

**Peter:** Actually ... it's the _**"Demon God of the Wasaka"**_.

**Ava:** Who are the Wasaka?

_Peter began to lead Ava away from the totem, but he continued his explanation._

**Peter:** The Wasaka were a rival tribe to the Bandar; the tribe that Phantom protects and the ancestors of members of the Bpaa Thap and Jungle Patrol. Apparently they were enslaved for centuries by the Wasaka until Christopher Walker ... the first Phantom, freed them.

**Ava:** But what's the connection between the Phantom and this Demon God?

**Peter:** Supposedly when Kit's ancestor was planning to rescue the Bandar, he learned of an ancient Wasaka legend. Something along the lines of; the Wasaka's end will come when their Demon God arises to judge them ... basically. So he made a costume inspired by the look of their deity and led a small group of Bandar warriors he freed previously to attack the Wasaka village.

_When Kit tells this story, he adds this whole bit about his ancestor fighting off hordes of tribesmen singlehandedly ... but I'm positive he's just embellishing._

**Peter:** So with the Bandar warriors inspired to free their loved ones and the Wasaka in shock and fear of their deity brought to life, and keep in mind that Christopher had no experience in fighting at that time, the Wasaka were defeated. This resulted in a friendship between Christopher and the Bandars, which would live on generations later.

**Ava:** Wow ... so Kit's ancestor used the Wasaka's own fear and beliefs against them to save the Bandar.

**Peter:** If you think about it that's kind of the Phantoms thing; "The idea of being an immortal ghost haunting evil men is much more effective than any supernatural power could ever be".

**Ava:** That's pretty deep ... even for you Pete.

**Peter:** It was actually Kit's great grandfather who told me that.

**Ava:** Peter ... not that I didn't enjoy that history lesson. Why exactly are we out here?

**Peter:** This is why...

* * *

_Peter finally led Ava into a clearing in the Jungle; a spacious cliff face that looked out onto the vast Bangallian jungle. At the cliffs high point was a large stone altar, centuries old and engraved with symbols of tribal origin with a wide stone bowl at its centre._

**Ava:** What is this place...?

_She was interrupted by Peter taking her hand and leading her up to the stone steps at the base of the altar, then he placed his hands around her waist and held Ava close._

**Peter:** Ava, I love you ... I love you so much. And after what you told me, I love you more than I thought possible.

**Ava:** Peter I...

_Before she could say anything, Peter rested his finger on her mouth and shushed her._

**Peter:** Let me finished. I know this isn't exactly the perfect time ... or maybe it is, because you made me realise I can't wait any longer.

_He grabbed hold of Ava's hands and gently held the clasped together in front of her._

**Peter:** Ava Ayala ... please ... will you be my wife?

_Ava was a little taken aback at first; did Peter really drag her from bed late at night, made her endure a hike through a thick jungle just to propose to her again? Her mind was thinking "are you nuts?", but her heat was telling her something else..._

**Ava:** Yes.

_The second she gave him his answer, the silent, dark jungle behind them erupted in drum beats and lit up as torches suddenly appeared and began moving towards them. As they emerged through the bushes and foliage, it is revelled that the torches are being carried by tribesmen, dressed in loincloths and tattoos painted all over their bodies. They moved in rhythm to the drums that were being played by tribesmen in the surrounded trees, and position themselves around the cliff at both sides of the altar._

**Ava:** Peter, what's going on?

_He didn't answer her, instead Peter just smirked and gestures over to the jungle where more tribesmen come into view, leading a group of the couples friends and family dressed in civilian clothes: Aunt May, MJ, Luke Cage, Danny, Sam and his wife Carrie, Moonstar, Sarah, Eduardo, Luke Reid and Kato. Shocked at seeing everyone here, Ava was again taken by surprise as huge fire burst out from the bowl at the stone altar. Both her and Peter turned to see Phantom and a grander looking tribesman standing up beside the flame. Phantom leapt down from the altar and landed right in front of Peter and Ava._

**Phantom:** You ready?

**Ava:** For what?

**Phantom:** Getting married of course.

**Ava:** What?!

**Peter:** I thought you wanted to?

**Ava:** I didn't expect you meant right now...

**Peter:** Ava ... it's now or never. I know what I want, do you?

_For a moment, Ava was furious at Peter for putting her on the spot but after looking at his hopeful expression, she sighed in defeat._

**Ava:** You're an idiot.

**Peter:** Good enough for me ... Phantom.

_Their friend walked behind them and guided them towards the altar and up the stone steps towards the elderly tribesman waiting for them. All the time explaining what they need to know._

**Phantom:** This is Chief Guran ... leader of the Bandar tribe, not to mention the father and grandfather to the Gurans back at the base. He's agreed to perform the ancient warriors union.

**Ava:** _**Warriors** _union?

**Phantom:** It's basically a shorter version of the marriage ceremony used for Bandar warriors on the eve of battle. Don't worry; I'll walk you guys through this.

_As they reached the top step, Phantom instructed the couple to kneel before the Bandar Chieftain. With great dramatic flair, he called out to everyone present in the ancient Bangallian tongue; luckily Phantom was present to provide a brief translation._

**Phantom:** Chief Guran is thanking the spirits for casting their gaze and favour on the young ones before us. As the Ghost who walks (me) blesses this union (basically I just asked him to perform it) It is the Chiefs esteemed honor to perform the rite.

_The Chieftain finished his opening speech and was handed a clay bowl by one of his attendants. It was filled with a dark ink and he dipped two of his fingers in and began decorating Ava's face with the ink in artistic fashion. Speaking once again as her does so._

**Phantom:** He's asking you if you will honor your mate for the rest of your days; should the sun and moon disappear from the sky and the world turn to black; will your love for him endure? (Respond with "It will")

**Ava:** It will.

_The Chieftain finished with Ava and moved onto Peter._

**Phantom:** Peter; will you protect your mate for the rest of your days; should the barbarians be at the gate and you stand alone; will your love for her drive you to victory ... and to fill her with _**child**_?

_For a brief second, Peter was tempted to say "already done" but one look from Ava made him change his mind._

**Peter:** It will.

_When he was finished, the Chieftain placed the bowl down and was handed a beautifully decretive woven thread by his other attendant. Phantom instructed the couple to clasp their right hands together and hold them up. The Chieftain then started to elegantly wrap the thread around each of their wrists so they were tied together._

**Phantom:** The thread represents your desire to be together; now gently try to pull apart. If your love is strong and pure the thread will hold (If not ... let's say it's a bad sign).

_Both Ava and Peter (especially Peter) gently tried to pull their hands apart. Peter looked at Ava and smiled at her reaction, she was practically tearing up with joy as the thread held strong. When it was clear to all that the thread didn't break, everyone in attendance began cheering. Then Peter saw Chief Guran take out a concealed knife and swiftly cut the single thread holding him and Ava together, leaving two bracelets around their wrists._

**Phantom:** He says your love is pure and strong, may these bonds connect you in this life and in the beyond. Now go and ... err...

_The Chieftain finished his speech and was met it cheers from everyone._

**Phantom:** Ok guys, a feast has already been prepared for you and everyone down at the village. Normally you two would lead everyone back but ill have someone else...

**Ava:** Kit, what was the last thing the Chief said?

**Phantom:** Ah ... yes ... see ... the thing about that is; next comes the feast with everyone, but before you two can attend you have to go into a private hut in the village and ... seal the deal so to speak.

_The newlyweds look horrified at being told what the next stage was; imagining that everyone will pretty much know what they've been up to when they next see them._

**Phantom:** What's the big deal? It's not like you need to worry about Spider-stud here filling you up already?

_And on that note he left the couple to join up with MJ, Both Peter and Ava just stared at each other in confusion, until Peter reached down and scooped his new wife up bridal style and began carrying her down the steps._

**Peter:** Well, we've come this far ... You ready my gorgeous new warrior **_wife_**?

**Ava:** Oh, I'm always ready ... my brave new warrior_** husband**_.

_Peter carried Ava through the crowed waiting for them and after receiving praise and congratulations from everyone, they (with the aid of a scout) lead the group towards the hidden village for a celebration of food, dancing and in their case ... marital entertainment._

* * *

**S.W.O.R.D. Station – The Peak**

_S.W.O.R.D. Agent Joe is under a control console, in a vain attempt in repairing it. He reaches his hand out to get Agent Anthon's attention, whom was just leaning on the console looking bored._

**Agent Joe:** Wielding tool.

**Agent Anthon:** All I'm saying is; why are you even up here in communications? Wouldn't you be more comfortable down in engineering?

_The disgruntle Scotsman pokes his head out to glare at his colleague._

**Agent Joe:** Oh I see ... just cos am Scottish, that means am an expert in giving more power to the bloody Dilithium crystals?

**Agent Anthon:** This station doesn't use...

**Agent Joe:** Just give me that wielding tool ... ya **_tool_**.

_Anthon sighs and hands him the tool in question, and after a few minutes of tinkering several screens on the consoles turn on._

**Agent Joe:** That should be it ... check it now.

_Anthon presses a few buttons on the console of the long range sensors and immediately froze._

**Agent Anthon:** Are you positive you fixed this?

**Agent Joe:** Aye ... why?

_When his colleague didn't answer, Joe got up from the ground and looked at the same screen Anthon was looking at. According to the readings; there were roughly 200 pingers on the screen, registering that they were approaching Pluto at an alarming rate._

**Agent Anthon:** Oh no...

**Agent Joe:** Awe get tae fu...!

* * *

**A/N: Well they finally did it, its official. Pity the newlywed's happiness isn't going to last much longer.**

**Thanks**


	21. Parley Between Worlds

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy **

* * *

**Chapter 20: Parley Between Worlds**

**S.W.O.R.D. Space Station "The Peak"**

**Commander Brand:** Ok … who pushed what button?!

_After receiving an urgent message to report up to the communication centre; the director of S.W.O.R.D. made her way up the levels of the station to meet her agents. However, as she entered the Com-Centre, her agents had already had on display a large holo-screen. On it, it showed the Earth system and the vast amount of UFOs stationing themselves on the very edge._

**Commander Brand:** How many are there?

**Agent Anthon:** Afraid that's only our last recorded sighting ma'am. Last we counted they were in their hundreds, roughly the same numbers as before. However, when they first reached Pluto, they held position for only a few moments before disappearing from our sensors.

**Commander Brand:** They must be using those damn cloaking technology.

**Agent Joe:** We've tried everything Commander, but nothing we have are picking these bastards up.

**Commander Brand:** They're waiting … get me Director Fury, on the double.

* * *

**Bangalla – Bandar Village – Early Morning**

_Peter wakes up to find himself inside a makeshift hut, curled up on a hammock with his recently new wife Ava._

_**Err … couldn't give us a little privacy would you… **_

_Suddenly Ava started to stir in his embrace and began to wake up._

_**Ah forget it … never get what I want…**_

**Peter:** Hey honey … how'd you sleep?

**Ava:** Peter, last night was … incredible. You really know how to keep my tiger side calm.

_**Hey! None of that … this is my wife here.**_

**Peter:** Good to know … to tell you the truth I was a little worried.

**Ava:** What do you mean?

**Peter:** I mean with you being… you know, and us about to… you know. I was worried I might scramble…

**Ava:** Peter, remind me to get you a book on the subject. It's perfectly safe to have sex during pregnancy; our baby is protected by my amniotic sac and a thick layer of my uterus's muscles…

**Peter:** Good … good. Cause you know … I didn't want him or her to grab…

**Ava:** Oh my god, reality just hit me … my baby's father is a complete idiot.

**Peter:** And you married him, don't forget that part.

_Ava looked up at Peter and smiled warmly to herself._

**Ava:** No … let's not forget that part. That part was perfect.

**Peter:** Better than the very expensive version?

**Ava:** Defiantly.

_**Guys … you may want to take notes. **_

**Ava:** I only wish we can stay like this forever.

**Peter:** Well … we could you know; beach front property, privacy … just you, me and the baby.

**Ava:** Sounds like a dream.

_She rolled over to lie on top of her husband and started making out with him for a few minutes, until the huts door burst opened, surprising the newlyweds that they both fell of their hammock and landed on the huts floor. Peter sat straight up and saw Kit standing by the open doorway._

**Peter:** A KNOCK WOULD HAVE BEEN WELCOMED!

**Kit:** Sorry guys but the honeymoons over … we just received word.

_Peter looked confused for a moment, before realising what his friend meant._

**Peter:** How long?

**Kit:** Could be a matter of hours, so we better get moving.

_He left the two of them alone and was nearly followed out by a hurried Peter until he was called back by Ava._

**Ava:** Peter!

**Peter:** What?

**Ava:** Pants!

_She pointed down to his clothes on the ground and he looked below his waist to realise he nearly ran out without his…_

**Peter:** Whoa! Thanks honey.

* * *

_The entire Island was on red alert; troops began mobilising, defensives were being set up and transports were readying to deploy teams all over the world. Thankfully most of the superhero teams had already been deployed to their stations during the last week, the only ones remaining was the teams heading for New York. The transports containing the Avengers and their "recruits" had just left as the League begin boarding their own transports. Hornet and Kato are in one transport while Zorro, Phantom and Rocketeer in another along with squads of Jungle Patrol troops and other recruits._

_Spiderman is already on his transport, dawning his Mark-III Spider armour and waiting for Tiger to arrive. However, the villains accompanying assigned to them showed up first along with soldiers; Domino, Absorbing Man and of course…_

**New Goblin:** Peter.

**Spiderman:** Harry.

_The Web-slinger noticed that his former best friend had traded up his old suit for a new sleeker looking design: similar to an Iron-Man suit but more green and goblin-like._

**New Goblin:** Like the new threads? I had it made especially for you.

**Spiderman:** Look, if we're going to have a problem…

**New Goblin:** Oh no, nothing like that; I mean since we're working together, I thought it best to bring out the big guns. After all, …

_He looks over Spiderman's shoulder; curious the Web-Slinger looks behind him to see Tiger walking over towards the pair of them. As his back was turned, Goblin stepped closer and whispered so only Spiderman could hear him._

**New Goblin:** Anything bad could happen.

_In a flash, Spiderman spun round to push Goblin and pin him up against the hull of the transport._

**Spiderman:** You stay the hell away from her!

_Goblin flashed him a mischievous grin before Spiderman realised what he was doing and backed off._

**Spiderman:** You may not think so Harry, but I'm still your friend. But I swear if you try anything…

**White Tiger:** Hey!

_Tiger moved swiftly to stand between her husband and his former best friend before anything could escalate further._

**White Tiger:** You boys need to play nice … settle your little spat after the world is safe.

_The two former friends continued to stare each other down for a few seconds before Goblin just smirked and turned to step into the transport. Spiderman kept watching him until Tiger got his attention._

**White Tiger:** What was that about?

**Spiderman:** Nothing … Listen Tiger, maybe it'll be better if you stayed out of this one.

**White Tiger:** Yeah, like that's going to happen.

**Spiderman:** I'm serious … you remember what it was like last time. I just don't think it's a good idea for you to put yourself in that kind of danger, especially in your condition…

_Before he could finish his point, Tiger took hold of Spiderman's hand and held it up to her chest to reinsure her husband. Unfortunately for Spiderman however, Tiger quickly extended her claws and sunk them into his hand, causing searing pain for the web-head and forcing him to his knees._

**Spiderman:** Ouch! OW! Sweetie … OW! Sweetie … retract the claws please!

**White Tiger:** Spidey, whose fault is it that I'm in this condition?

**Spiderman:** Mine!

**White Tiger:** And are you in a position to stop me from going?

**Spiderman:** NO!

**White Tiger:** I thought so.

_She let go of his hand and made her way inside the transport, leaving Spiderman to caress his injured hand. She walks past Domino, who just smirks and nudges Absorbing Man._

**Domino:** I like her.

_**Ow … If you think she's hormonal now, imagine what she'll be like in labour?**_

* * *

**Cutaway**

_Chibi doctors and nurses are running in and out of a hospital ward door. The cries of a vicious wild cat can be heard coming from inside along smashes, crashes and occasional yelps. The door slowly opens and Chibi Spiderman crawls out; bloodied, bruised and outfit torn to shreds._

**Chibi Spiderman:** Run … save yourselves…

_He falls flat on his back, wincing in pain._

* * *

**Cutaway ends**

_**Maybe I'm not ready to be a father?**_

* * *

**S.W.O.R.D. Space Station "The Peak" – Command and Control**

**Commander Brand:** I want those satellites in position yesterday! Have all our forces armed and at their stations! What's the status of the Damocles?

**S.W.O.R.D. Agent:** Ma'am, the Damocles is in position and waiting for orders.

**Commander Brand:** Good … what about the Xandarian forces?

_The door of the command centre opened and both Nova Prime and Iron-Man (in his space armour) hurried inside to speak with the stations commander._

**Nova Prime:** My fleet is in defensive position along with S.H.I.E.L.D.s Astro-carriers, and my Supernovas are ready at the front.

**Commander Brand:** Stark, those satellites of yours better do the job.

**Iron-Man:** Hey relax, Have I ever delivered anything less than 200%?

**Commander Brand:** Do you want me to answer that?

**Iron-Man:** Only if it's to agree with me.

_The commander rolled her eyes at Iron-Man just as Nova Prime received a message on his communicator._

**Nova Prime:** Carrie, is everyone ready?

**Nova Carrie:** Yes, my Prime, the Supernovas have taken positions and are awaiting your instructions.

**Nova Prime:** Remember, we cannot have a repeat of the Skrull Throneworld; our ships will focus on their dreadnoughts while you and the others focus on any troop transports. They cannot be allowed to reach the surface is that clear.

**Nova Carrie:** Of course my Prime, we will not fail you.

**Nova Prime:** And … keep an eye on those "recruits" make sure they do their part.

**Nova Carrie:** As you wish.

**Nova Prime:** Just one last thing; stay safe out there Carrie, don't do something stupid like getting yourself killed.

**Nova Carrie:** You have nothing to fear, my love. You forget I saved you sixteen times so far.

**Nova Prime:** 15 times! … that … that incident at Knowhere didn't count.

**Nova Carrie:** So you say … I love you, Sam.

**Nova Prime:** I love you too.

* * *

**The Emperors Reach – Bridge**

_As the Mongo fleet gathers in orbit around Pluto; General Kala stands on the bridge of the mother ship, studying a holo-projection of the planet Earth and its feeble defences._

**General Kala:** Look at them all; scurrying about in a desperate attempt to shield themselves. Just like NooNoo bugs digging deep into their mound … until they're burned out.

_She then presses a button on the intercom right in front of her._

**General Kala:** Hanger Control, prepare my personal vessel. It's time to offer these humans the Emperors terms.

* * *

**S.W.O.R.D. Space Station "The Peak" – Command and Control**

**Agent Anthon:** Commander, I'm sorry to report that we still can't find a trace of the enemy fleet.

**Commander Brand:** They're out there … somewhere.

**Agent Joe:** Should we not raise the bloody shields!

**Iron-Man:** If we raise our shields it'll interfere with our long rang scanners. We need to know where they're coming from first. We need to be patient…

**Agent Anthon:** Commander!

_The agent pointed towards the stations observation screen. Right in front of the station, for anyone to see, an unknown alien vessel began de-cloaking itself. It had the same design of the Mongo ships but this one seemed different, sleeker, heavier armoured and about the size of a medium frigate. It had four wings that expanded out and curled round the hull, giving the vessel a "claw-like" appearance._

**Nova Prime:** Raise shields!

**Commander Brand:** No! Tactical analysis agent!

_Agent Anthon preformed a scan on the Mongo vessel from his console, but the results he got only made gulp._

**Agent Anthon:** Commander … if I'm reading this right. I'm seeing 52 disrupter banks, 27 photon torpedo bays, even primary and secondary shields.

**Commander Brand:** So … she's a predator.

_The Mongo vessel slowly continued its course towards the Peak for a few moments before halting in position. A few members of the Supernovas, along with Crimson Dynamo, Titanium-Man, War Machine and even a detachment of Hammer Industries deep space solider drones began to surround the vessel. At first it appeared to do nothing, until Agent Joe started to receive a transmission from it._

**Agent Joe:** Commander, we're being hailed.

**Commander Brand:** On screen.

_Joe followed his instruction and after a few seconds he allowed a hologram to appear in the control room. A large figure cloaked in a black and gold robe, its hood covered the figures face, with the exception of his lower jaw and mouth that shined a golden gleam._

**Viceroy Krytis: **_"Humans … we are the Mongo warship **Serpinator**"._

**Commander Brand:** And to whom are we addressing?

**Viceroy Krytis:** _"I am Krytis … Viceroy to the God-Emperor of Mongo. We are here to discuss his majesty's terms."_

**Nova Prime:** I've already seen the terms of your engagm…

_Before he could finish his sentence; Nova Prime, Iron-Man and Commander Brand felt a strange sensation engulfing them. They examined themselves and watched in shock as their bodies slowly began to disappear. Before they knew what was going on, they found themselves in the middle of a dark room. The space they were in seemed completely empty, no furnishings, equipment … nothing but an eerily gleam of light coming from cracks below the wall in front of them._

**Commander Brand:** Stark!

**Iron-Man:** Don't look at me, I'm getting nothing but interference. Something is messing with my on-board sensors.

**Nova Prime:** Well then, let's knock.

_He raised his gauntlets and began charging up his Nova Force energy, but just then the wall in front of them began to slowly slide open. Taking a chance, the heroes cautiously entered into a larger room. It wasn't much brighter than the room thy were just in, but they could tell it was some kind of grand chamber. A wide stair case was just ahead of them and it led up to the back wall that had on display the large insignia of the Mongo that Earth and Xandarian forces have come across; according to Nova Primes intelligence it was known as the "Eye of Ming"._

**Commander Brand:** Bit over dramatic.

**Nova Prime:** I wouldn't say that in front of them.

_He gestures over the Mongo troopers stationed around the sides of the chamber; their bright red armour contrasting the dark ambiance this place was giving off. At first Commander Brand reached for her weapon, but since the troopers never even flinched, she re-thought her choice. Then suddenly from out of the darkness; a commanding voice echoed throughout the chamber._

**General Kala:** I hope you don't mind the darkness … I'm never comfortable in the light. Too chaotic and distracting, there's something … peaceful about the dark.

**Commander Brand:** Yeah … well I'm more comfortable talking to someone I can actually see!

_There was a brief moment of silence before the Earth representatives heard the soft echo of footsteps coming from the top of the staircase. When they stopped, they all looked up at the slender figure of a woman, her face obscured by shadows._

**General Kala:** Commander Brand … Abigail Brand.

_The S.W.O.R.D. commander was taken aback slightly at hearing her full name, she just watched as the dark woman took a few extra steps towards them._

**General Kala:** Strange; I imagined humans to be a little … taller.

_Trying not to draw attention, Iron-Man carful reached for his right arm and tried to activate the built in sensor unit, hoping it'll be more effective at close range._

**General Kala:** You may attempt to scan me … Iron-Man? But you may find your equipment to be of little use on my vessel.

_On that remark, her troops began to move closer towards the three heroes but halted when the General raised her hand, then moved back to their previous stations._

**Iron-Man:** I have to admit; you're not how I imagined Mongo woman.

_Despite saying that in his most suave tone; he was met with a complete stone walled silence from the General, until she responded with a "matter of fact" voice._

**General Kala:** I'm Omadrian.

_Both Iron-Man and Commander Brand turned their heads to Nova as if expecting him to say something, but all he did was shrug his shoulders. Rolling her eyes, Brand turned back to the General._

**Commander Brand:** Why have you brought us here?

_She didn't respond; instead the General just gazed at Nova Prime, which began to unnerve the young man._

**General Kala:** I've never met a member of the Nova Corps before.

**Nova Prime:** For your information; I am the reigning Nova Prime…

**General Kala:** Yes ... Sam Alexander of Earth … you embody a significant amount of the "Nova Force". Super strength, stamina, speed and hyper durability. All this I knew, but still, I expected a warrior of your reputation to be a little … older.

**Nova Prime:** Reputation?

**General Kala:** Grand Admiral Nemiss speaks of you with a certain degree of respect.

_Seeing the smirk developing on her mouth, Nova Prime unintentionally started to charge up his Nova Force, creating an aura around him that illuminated the chamber. On doing so the three heroes could now see the General clearly; she wore a tight fitting gold and black uniform and her skin tone and silver hair highlighted her beauty for all to see … which only encouraged Iron-Man further._

**Iron-Man:** Well you seem quite familiar with us, but we still don't know much about you. Do you have a pretty name to match that face?

_Commander Brand resisted the urge to slapped her forehead with her hand as the General glanced over to Iron-Man._

**General Kala:** I am General Kala of Daggog; Supreme Commander and Chief of the armed forces of Mongo.

**Commander Brand:** Well then, General … care to explain why you brought us here.

**General Kala:** Yes … of course, there is so much we have to talk about.

_She turned to walk back up the stair case but Brand wouldn't take her eyes off her for a moment._

**Commander Brand:** I'm more interested in what you intend to talk about.

_General Kala reached the top of the staircase then swiftly turned to face her quests with her arms raised up as if about to conduct a symphony to a vast audience._

**General Kala:** Unity! Tearing down the walls between us so that we can recognise that we are one.

_The three heroes were confused to say the least, but they waited for the General to elaborate further._

**General Kala:** I'm talking of the very thing that makes us the same … peace … we want peace.

_The heroes looked to each other; speechless and unable to comprehend with what is being presented to them … a chance to end the war before it begun._

**General Kala:** Right now you're thinking; "This is too good to be true". But you're also thinking; "the chance for peace is too promising to ignore" … am I right?

_Her guests settled down and Nova Prime took a step forward to stand at the base of the stair case, looking up at the General._

**Nova Prime:** Yes.

**General Kala:** Then perhaps it is time to enlighten you about our Empire.

_With a clap of her hands; their surroundings were suddenly lit up by a huge hologram that engulfed the entire chamber. It was a scaled projection of hundreds of galaxies … none that Nova Prime himself recognises._

**General Kala:** The forces that you previously encountered, like my soldiers presentt, were mostly comprised of the Mongovians; the highest tire race of the Empire, but not the only ones.

_As she spoke, several galaxies began to highlight along with particular systems._

**General Kala:** Aboria, Tropica, Frigia, Coralia, Solus, Trono and even the entire Kast Collective have been given a place amongst the Empire, by the grace of the Emperor himself.

**Iron-Man:** I doubt they were brought in willingly.

**General Kala:** True … not everyone realised the might of our imperial majesty at first. Like rowdy children, they fought against their peers, only to be humbled by the Emperors power.

**Nova Prime:** And what about your people? I noticed you left out Daggog in that recount.

_The General faced Nova Prime and began walking calmly towards him, constantly looking at him with an emotionless expression._

**General Kala:** When I was a young girl, my people were one of the most civilised in our galaxy. We were … how would you describe it? A female ordinated society. Women lead the people while the aggressive nature of men were focused on our defensive … "it was a utopia" I was told.

**Commander Brand:** "Was told"?

**General Kala:** One day, the Emperor of Mongo came. He invited us into his growing Empire, but we refused … willing to fight and secure our place in the natural order. Our armies were ready; every male willing to fight … but it was not to be. Instead of the army we were expecting there stood only the Emperor himself and in one single moment of demonstrating his power … they were obliterated … every male of my species … gone.

_The heroes continued to listen to the Generals tale, wondering why she'd explain any of this to them._

**General Kala**: Only the women and children were left. We were renown for our beauty, so we were taken as slaves. I ended up being raised in servitude, along with others my age. For years my people dwindled until only few of us remain; but I swore to myself I wouldn't fade away into extinction. When the time was right, I murdered my Mongo master and escaped … only to be recaptured. As punishment for my crime, I was drafted into the military, into the front lines and expected to die. But I wouldn't allow myself to, I fought and clawed my way up the ranks until I was noticed by his esteemed majesty himself. Victory after victory I brought the Empire and for my efforts the Emperor bestowed onto me the rank of General. Now I stand here as the supreme commander of the Empires military might!

**Iron-Man:** But why serve them after what the Emperor did to your people?

**General Kala:** My people were stubborn, foolish and weak. The Mongo Empire respects only strength, cunning, ruthlessness and survival; traits that I demonstrated … that you demonstrated.

_The heroes looked to each other, realising what the General was leading towards._

**General Kala:** No other race in this galaxy had achieved what you had done. The Emperor offers you this one chance … to join him. Let the people of your world become part of the greatest power to ever exist.

**Commander Brand:** You mean as slaves!

**Nova Prime:** You think that Earth would join you!? After everything you and your kind have done to the other races of the galaxies, after the billions of sentients who's blood your soldiers have spilled in the name of your so called Emperor. You believe we'd want any part of it!

**Iron-Man:** Not to mention the last time you lot were here, you more or less levelled every major city on the planet. This might surprise you but the people of Earth take it pretty personally when you break our stuff.

_The three of them stood united against the Mongo General; they could see her trooper standing around them readying themselves for a fight. But General Kala merely smirked at them and spoke in a softer tone._

**General Kala:** I'm beginning to see why his eminence has taken an interest in your kind. Nether the less the Emperors terms are clear; accept his most generous offer … or die. You have 24 hours to decide.

_With the sudden wave of her hand, the three heroes once again found themselves being engulfed in the same energy that brought them here. The moment they were gone, General Kala heard footsteps coming from the staircase and looked round to see Viceroy Krytis walking down to join her._

**Viceroy Krytis:** Well my dear, do you think the humans will accept the Emperors offer?

_The General smiled and walked up to the Viceroy, caressing his metal chin with her hand before planting a kiss beneath his hood._

**General Kala:** Oh Krytis … it matters little. But remind me, why did the Emperor want me to present this offer when he clearly has no intention to spare these creatures?

**Viceroy Krytis:** You forget the very base nature of his royal majesty; he like to play with things before annihilation. And these humans may prove to be most … entertaining.

* * *

**S.W.O.R.D. Space Station "The Peak" – Command and Control**

_Ever since their commander had been taken, the crew had been planning a possible rescue attempt. But that was before their commander, along with Iron-Man and Nova Prime suddenly reappeared on board. Before any of them could ask what had happened, Commander Brand yelled to her agents._

**Commander Brand:** RAISE SHIELDS!

_They do so and Commander Brand watched the viewing screen as the Serpinator activated its cloaking device and disappeared from sight._

**Commander Brand:** Get Director Fury on the line we need to tell him…

**Agent Anthon:** He knows Ma'am.

**Commander Brand:** What do you mean he knows?

**Agent Anthon:** Everyone knows; your meeting on board the Serpinator … it was broadcasted all across the planet.

**Nova Prime:** You mean …?

**Iron-Man:** Everyone on Earth knows they only have 24 hours … guess we better get to work.

* * *

**A/N: Sorry for the delay, hope this makes up for it. Comment and Review.**

**Thanks **


	22. Now's the Hour

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 21: Now's the Hour**

**New York City – Parker Industries – Morning**

_After arriving in New York, all Bpaa Thap units and super humans have taken up position in secure key locations throughout the city. Many businesses founded or owned by heroes and villains have built in external security systems that can provide impressive offensive and defensive capabilities, The Bpaa Thap concluded that such structures would be suitable outposts for the impending attack._

_On the highest floor of his own company's building; Spiderman and his assigned squad mates have positioned themselves in Tigers office. While she's working on her personal terminal, readying the buildings defences, Spiderman checks in with the other teams posted around the city._

**Spiderman:** This is Spiderman at Parker Industries; All teams report in.

**Green Hornet:** _"This is Daily Sentinel Communications reporting in; external defences are now online."_

**Phantom:** _"Fisk Tower reporting in; the buildings force field has just gone active."_

**Capt America:** _"This is Cap reporting in; Hydra Base 5 is fully functional."_

**Power-man:**_ "Everything is frosty at A.I.M. Base."_

**Mr Fantastic:** _"The Baxter Building is ready to go."_

**Black Widow:**_ "Widow reporting in; Same with Stark Tower."_

**Agent Venom:** _"Everybody at S.H.I.E.L.D. Academy is itching for a fight! …. Oh, sorry … reporting in."_

**Cyclops:** _"Spiderman, we're having a little trouble at Oscorp."_

**Spiderman:** What's wrong?

**Cyclops:** _"We can't get access to the internal network to activate the security drones."_

_The Web-Slinger looked around the office to find New Goblin sitting on Tigers desk, while juggling a couple of his pumpkin bombs in the air out of boredom._

**Spiderman:** Goblin…

**New Goblin:** I heard.

_The green "Iron-Man" activated his built-in communicator._

**New Goblin:** Say the magic word…

**Wolverine:** _"NOW, BUB!"_

**New Goblin:** Ok … sheesh! FYI, that's two words … there done!

_He sent over the codes wirelessly and went back to his juggling, as Spiderman returns to his com-link._

**Spiderman:** All right guys, stay alert and report any sightings of Mongo forces; Parker Industries out.

**Absorbing-Man:** You know, I'm not usually the one to point out the obvious; but what if the big wigs decided to accept them aliens offer?

**Domino:** They won't.

**Absorbing-Man:** But what if…?

**Spiderman:** They won't.

_The "temporary" hero decided not to push the issue further, meanwhile White Tiger had just finished on her terminal._

**White Tiger:** There, that's the defence system calibrated to handle any siege-like attacks.

**Spiderman:** Good.

_As he walks over to his wife, he noticed how tired she was from her body language. For a moment he didn't understand why; their preparations weren't too taxing. But then he suddenly remembered about Tigers recent condition. Spiderman walked behind her and placed a comforting hand on her shoulder before speaking softly to her._

**Spiderman:** Why don't you get some rest; you look like you could use some.

**White Tiger:** I'm fine, I don't need…

**Spiderman:** Please … for me.

_She looked up at her husband and could tell, even with his mask on, that he was worried about her._

**White Tiger:** Well, all things considering it might be a good idea to get some rest.

**Spiderman:** That's my girl.

**_Good; because by tomorrow morning … she might not get another chance._**

* * *

**New York City – United Nations Building – Morning **

_Ever since the meeting on board the Mongo Warship; the United Nations council had been in session for the last several hours, debating whether or not to accept the invaders offer. Several nations wanted to consider to option of negotiating, but were quickly shouted down by the oppositions. Even with only minutes left till the deadline, it seemed like the decision was deadlocked between fighting and surrendering._

**British Prime Minister:** We held them off once before, who's to say we can't again?

**Russian President:** It was the super humans who saved us before; meanwhile most of our military's aren't even at a quarter strength. We cannot rely on these heroes alone.

**U.S. President:** According to our intel, there's nothing to say these alien bastards wouldn't just destroy us anyway.

**German Chancellor:** But they gave us 24 hours to decide, they could have attacked us at any…

_Before he could finish, the lights around the meeting room started to flicker. Then suddenly a cloaked figure appeared out of thin air from the speaker's podium. There was a brief moment of alarm as world leaders backed away, while their security staff approached the figure with weapons raised._

**Viceroy Krytis:** _"I am Krytis; Viceroy to the esteemed Emperor of Mongo."_

_For a moment everyone hesitated; until the world leader closest to the Viceroy, the U.S. President, stepped past his bodyguards and approached the hooded figure._

**U.S. President:** Pal, you just broke a whole list of diplomatic protocol.

**Viceroy Krytis:**_ "You are the leader of this world?"_

_The President smartened himself up before offering his hand to the Viceroy … who did not accept._

**U.S. President:** I am the President of the United States of America. One nation among many on our small world.

**Viceroy Krytis:** _"Has a consensus been reached? Will you bow before your God-Emperor?"_

_The President looked round at his fellow world leaders; each one giving him an expression of hope, fear and anticipation. He then turned back to the Viceroy and offered him a smirk before replying._

**U.S. President:** I don't think so … however I'm willing to discuss your surrender.

**Viceroy Krytis:** _"The force you struggled to stand against before was but a fraction of the Emperors power."_

**U.S. President:** And the resistance you met before was only a taste of humanity's resolve.

_The two of them stared each other down for what seemed like an eternity before the President took a step closer to the Viceroy._

**U.S. President:** Don't let the suit fool you, fella … we're going to fight.

**Viceroy Krytis:** _"Then you have brought destruction upon yourselves…"_

**U.S. President:** Never going to happen!

_In the blink of an eye, the image of Viceroy Krytis faded away, leaving the U.S. President to answer before the rest of the council._

**U.S. President:** Too much?

* * *

**Mongo Warship "Serpinator" – War Room**

**General Kala:** So they've given you their answer?

**Viceroy Krytis:** _"As elegantly as you'd expect for a human."_

_The General smiled and walked over to her command console; a large circular table, projecting a hologram of the Earth. She outstretched her arms and motioned the hologram to zoomed in to display the opposing forces in orbit around the planet's atmosphere._

**General Kala:** Very well … then let's begin.

* * *

**S.W.O.R.D. Space Station "The Peak" – Command and Control**

**Agent Joe:** Commander! We have Incoming?

_The S.W.O.R.D. commander drew her attention to the holo-screen brought up by Agent Joe. It displayed numerous icons appearing from the edge of the screen and moving towards their location._

**Commander Brand:** How many!

**Agent Anthon:** At least 50 ships.

**Commander Brand:** But … that's not even close to the numbers they had last time.

**Agent Joe:** Commander, 15 minutes until they're in range.

**Commander Brand:** Battle stations! Send word to the other commanders! I'm declaring "ultimate code red" … ladies and gentlemen; we're at war.

**Agent Joe:** (muttering) "Now's the day, an now's the hour…."

_Earths defensives began to mobilise quickly: The Xandarian frigates, along with the Damocles were positioned to hold against any approaching ships while the snub fighters, Heroes and drones went on the offensive. However, it didn't take the Mongo fleet long to come within visual range of the defenders. Along with the Serpinator, there were about 50 vessels on route towards them, but luckily the defenders had been preparing for a larger invasion. The plan was to keep the Mongovians busy and prevent any from entering the planet's atmosphere, while the powerful Stark Industries Satellites targeted key ships and tare the fleet apart piece by piece. Iron-Man and several other armoured heroes and villains began forming up on the front lines to take their positions._

**Iron-Man:** Nova Prime, be prepared to assist S.W.O.R.D. forces on the left flank. The enemy nearly blindsided Peak station before and they'll likely do so again.

**Nova Prime:** _"I already have some of my Supernovas in position."_

_Iron-Man: Beetle, War-Machine, Titanium Man; if you see an opening, punch through and take out those Dreadnaughts shields. The quicker we take those down the easier this'll be._

**War-Machine:** _"Copy that."_

**Titanium Man:** _"With pleasure."_

**Beetle:**_ "…"_

**Iron-Man:** Stark-llite 1; have you and the other satellites locked in on suitable targets?

**Stark-llite 1:**_ "Just calibrating now … will be ready just as they get into range."_

**Iron-Man:** Be prepared to lock in and fire on my command.

_The Iron Avenger uses his built in headset computer to calculate the trajectory of each incoming ship as they get closer. He thought it was strange that they weren't taking up any kind of strategic positions or sending out snub fighters, they just headed straight toward them._

**Iron-Man:** They're not altering course?

**Stark-llite 1:** _"Iron-Man … we're ready, and the enemy fleet is almost in range."_

**Iron-Man:** Prepare to lock on and open fire on my mark, and…

_Before he could give order, just as the Mongo ships were about to enter their range. More ships had begun to de-cloak around the incoming vessels, increasing their numbers from 50 ships to 300. The now overwhelming force consisted of heavy frigates to transport ships to super dreadnoughts, they had completely hidden their true strength until the last minutes._

* * *

**S.W.O.R.D. Space Station "The Peak" – Command and Control**

**Agent Anthon:** MA'AM!

**Commander Brand:** Target their dreadnoughts … target their transports … target all of them … SOMBODY FIRE!

**Agent Joe:** But they're not in range…

**Commander Brand:** JUST FIRE!

_Everyone … from S.W.O.R.D. to the Xandarians; all their ships had open fired on the approaching Mongos, spraying their attacks randomly at the massive force since they weren't in range to lock on to anything. Several ships in the Mongo fleet had taken some damage but they were able to easily out manoeuvre any incoming projectiles._

_As they were about to enter within range; several of the larger Mongo dreadnought positioned themselves at the front of the fleet and suddenly began to overturn so that their underbellies were exposed to the Earths defenders. Thanks to their powerful shields and tough plating, the dreadnoughts were able to take the incoming attacks with little damage while shielding the rest of their fleet._

**Iron-Man:** Well … that's different. All Stark-llites, take out those dreadnoughts!

**Stark-llite 1:**_ "But Mr Stark…"_

**Iron-Man:** Do it!

_The Stark Industries satellites targeted the blocking dreadnoughts and open fired. Each one fired a beam of energy that shot through the open space between fleets and struck their targets. Though they were able to penetrate their shields, the dreadnoughts outer hull was still incredibly tough that the overall damage wasn't enough to make a difference._

_As the large dreadnoughts took most of the incoming fire, the Mongos were able to send out their snub fighters. Due to the angle of the vessels, thousands of snub fighters were able to fly over and below the dreadnoughts and head straight for the satellites and Xanadrian frigates, while avoiding any incoming fire._

**Iron-Man:** It's a pincer movement! War-Machine, Titanium Man; protect my satellites. Nova Prime; we've got incoming!

**Nova Prime:** _"Copy that."_

_The young Nova Prime and several of his Supernovas sped off to protect the Xandarian frigates from the Mongo snub fighters. Though severely outnumbered, the Novas were powerful enough to hold their own against the attackers. While protecting his ship the Resolute Duty II, Nova Prime was successful in destroying waves of Mongo fighters as the Xandarian flagship continued to open fire on the enemy fleet._

_Meanwhile, War-Machine, Titanium Man and a squadron of Hammer Drones managed to reach Stark-llite 1 in time to intercept the continues waves of Mongo snub fighters. Luckily the satellites have external defences to help the armoured defenders, however the sheer superior numbers of the Mongo made it incredibly difficult to keep track of incoming attacks._

**Stark-llite 1:** _"We're being overrun … taking too much damage."_

_As a wave of Mongo fighters make another run on the satellite; War-Machine flew into their path and unleashed a barrage of homing missiles at them. Though only a few were destroyed it was enough to scatter the remaining fighters. Titanium Man on the other hand was taking a more direct approach; flying in close to Mongo fighters and using his beam weapons to slice through their armour. Sometimes even ramming unsuspecting fighters at full speed and smashing them to pieces, without any consideration to protecting the satellite._

**War-Machine:** Titanium Man! Get back in formation, I need some support!

_Unfortunately for him, Titanium Man was too engulfed in the rush of destruction, he barley responded to the order and just kept blowing up anything and everything he could see**.**_

**Titanium Man:** HAHAHAHAHAHAHA! BURN! BURN! BURN!

_Suddenly War-Machine scanners picked up a group of fighters closing up behind Titanium Man._

**War-Machine:** Titanium Man, you've got boogies approaching your 6!

_The armoured maniac ignored the warning and continued on with his mayhem as the Mongo fighters approached him. When they were close enough to lock on, the fighters fired a round of missiles at their target. Seeing this, War-Machine broke formation with the rest of the drones and flew towards the missiles. Using his pulse lasers, he began destroying his targets, but before he could finish the last of them, he received a proximity alert and narrowly avoid some incoming fire from enemy fighters._

_As War-Machine redirected his attention back towards the missiles, he watched in horror as they reached their intended target and struck Titanium Man in the back. The force of the exposition was enough to propel him across the vacuum of space, he stabilisers were damaged so he couldn't regain control. But before War-Machine could reach him, another swarm of fighters closed distance and open fired on Titanium Man. Their laser turrets were powerful enough to tear through his armour and leave only a lifeless corpse floating in space._

**War-Machine:** _Damn it! We lost Titanium Man … regroup at…_

**Stark-llite 1:** _"Our shields are down! We've lost all … AHHHHHHH!"_

_War-Machine turned back to see the defence satellite explode into flames and chunks of debris sped off in every direction as the structure shattered into several pieces. Even a few of the Hammer drones were caught in the explosion and the ones that survived managed to regroup with War-Machine._

**War-Machine:** Tony, we lost Stark-llite 1 … and Titanium Man.

**Iron-Man:** _"We can't afford to lose more … Stark-llite 3 is under attack … get over there."_

**War-Machine:** Copy that!

_Meanwhile back with the Mongo fleet; with their fighters keeping the Earth forces occupied, the transports have been deployed to make their way towards the planet's atmosphere. A number of frigates were also sent to escort them as they approached within range of Earths defensives. With most of the Xandarian and S.W.O.R.D. forces preoccupied with the enemy snub fighters, it didn't look like anyone was free to take down the transports… that was until the Damocles moved into position._

* * *

**S.W.O.R.D. Flagship "Damocles" – Bridge**

**Sydren:** Agent Drew, the Damoclessss main cannon issss fully operational.

**Agent Drew:** Well let's remind these thugs that Earths not for taking. Target those transports … Fire!

_The Drenx S.W.O.R.D. agent known as Sydren activated his console and calibrated the targeting system towards the Mongo transport and activated the firing mechanism. On the exterior of the flagship, a huge build-up of energy accumulated at the stern of the vessel before unleashing into a beam of energy that shot through the ongoing battle and destroyed several Mongo transports._

**Sydren:** Direct hit!

**Agent Drew:** How long before we can fire again?

**Sydren:** 6.34 minutessss.

**Agent Drew:** You have 2.

* * *

**Mongo Warship "Serpinator" – War Room**

**Mongo Officer:** General! Our fighters are taking heavy losses but we're taking down the defence satellites. However, the Earth warship is preventing our transports from breaking the blockade.

_The Mongo Supreme Commander studied the Damocles from her holographic display, it showed a detailed diagnostic of the ship due to several scans from other ships in her fleet._

**General Kala:** A most impressive vessel … a powerful defensive exterior … then we take it from within.

_She turns to the officer._

**General Kala:** Prepare the troops and use the boarding pods, I want that ships main weapon off line.

**Mongo Officer:** Of course General, I'll organise a detachment of troops and droids for the boarding parties?

**General Kala:** Also … send Jugrid and his warriors.

**Mongo Officer:** The … the Lion-Men?

**General Kala:** Nothing more dangerous than a savage cats in a confine space.

* * *

**S.W.O.R.D. Flagship "Damocles" – Bridge**

_Back at the battle; the Damocles continues to be successful in holding back the Mongo forces. Several times the ships main cannon destroyed waves of transports before they got close to the planet. However, a group of Mongo frigates began making their way towards the Damocles as the main cannon was still charging._

**Sydren:** Enemy Sssships inbound!

**Agent Drew:** Ready the main cannon!

**Sydren:** It'sss not fully charged yet!

**Agent Drew:** How long before they're in range?

**Sydren:** Just a few min… wait! The enemy shipsssss have launched numerus projectiles at our coordinates.

**Agent Drew:** Tactical analyses?

**Sydren:** Sssssome form of podsssss.

**Agent Drew:** … Boarding parties! They're going to try and take the ship ... coordinate our defensive turrets. I want those pods destroy and ready the marines to repel any boarders.

_The Damocles external turrets opened fired on the incoming pods, dozens were destroyed but unfortunately there were too many for the ship target. Several pods were able to out manoeuvre any defensive fire and crash head first into the hull of the Damocles and begin cutting through into the ships interior. Thanks to the ships sensors; teams of S.W.O.R.D. marines were able to make their way to the locations of any breaches in time to fight off any boarding parties._

_On one level of the Damocles, a platoon of marines positioned themselves in a corridor as the exterior hull was being cut open with lasers. They prepared themselves as the cutting sparks suddenly faded away._

**S.W.O.R.D. Marine:** Ready boys, lets send these bastards packing!

_The instant the ship's hull exploded open, sending shrapnel all over the corridor, the marines aimed their weapons at the large gap. However, before any of them could even pull the trigger, several large beings leapt into the corridor at great speed and proceeded to maul away at many of the marines._

_From what quick glances the S.W.O.R.D. marines could get, the enemy boarding party comprised of vicious cat-like men, wearing armour plates of the same colour scheme and insignia of the Mongovian troopers from last time. But instead of being armed with the same energy weapons, these beings used their own claws and teeth to rip apart anyone that was unfortunate enough to get in their way._

_S.W.O.R.D. marines open fired in the enemy troops, but they were too nimble to pin down and they possessed such sheer strength that they easily knocked down the marines, severing limbs and shattering bones in the process._

**S.W.O.R.D. Marine:** FALL BACK! FALL BA…!

_One of the Lion-Men sprinted across the corridor while avoiding fire right towards the marine. In the blink of an eye, it had reached the unfortunate marine and with one quick slice had ripped out the man's throat. As the marine collapsed onto the floor and soaked in the pool of his own blood, the Lion-Man stood tall to survey his surroundings. The repliers they encountered were all dead; blood covered the walls and ground, corpses had been sliced opened, limbs scattered everywhere, even several other Lion-Men began feeding off the remains of the fallen._

_He looked down and the fresh chunk of bloody flesh in his paw and savagely tore into it, swallowing it within minutes before activating his communicator to talk to a small holographic image of another Lion-Man elsewhere on the ship._

**War-Chief Jugrid:** Speak Staffa!

**Staffa:** Chief Jugrid, we have taken the starboard side, these pitiful humans are nothing but soft meat. How should be proceed?

**War-Chief Jugrid:** The Generals orders are clear; the Mongos and their machines will secure the bridge. We make our way to this ships primary weapon … and feast on any resistance.

**Staffa:** Good hunt to you, my Chief.

_The Lion-Man deactivated his communicator and turned to face his warriors, all whom are standing behind him, eagerly awaiting their orders._

**War-Chief Jugrid:** To the hunt my brothers!

_He let out a deafening roar, followed by every other Lion-Man present before turning around to lead his warriors, charging down the corridors to towards their target destination._

* * *

**S.W.O.R.D. Flagship "Damocles" – Bridge **

**Agent Drew:** Team 1 report … report! Team 4 report status … Team 4! Team 5…

_She had been at the comm-station for several minutes now, trying to get in touch with the marines she'd sent to repel enemy boarders. However, none of the teams have reported back and the internal security cameras in their locations had severed out shortly before losing contact._

**Agent Drew:** Someone … anyone, report in now!

**Sydren:** Agent Drew; the ssssercurity sssystem isss coming back online … now.

_The former "Spider-Woman" hurried over to the front of the bridge where several holo-screens appeared. However, the imagines they displayed was enough to make her hold her mouth in case she barfed. S.W.O.R.D. marines were lying dead everywhere, many were sliced into pieces, half eaten and left to rot in the corridors of the ship._

**Agent Drew:** Oh my…

**Sydren:** I'm getting a communication from team 8. Patching it through now.

**S.W.O.R.D. Marine:** WE'RE LOSING MEN FAST! ENEMY TROOPS HEADING TOWARDS THE BRIDGE AND MAIN CANNON! WE CAN'T HOLD GROUND!

**Agent Drew:** Marine! Regroup at weapons control, we can't lose the main cannon … marine? MARINE!

**S.W.O.R.D. Marine:** OH GOD! AHHHHHHHHH!

_All she could hear was incoherent screaming before the line going dead, then without hesitation she rushed over to the bridges turbo-lift._

**Agent Drew:** Secure and lock down the bridge and continue firing on those transports. Send troops to meet me at weapons control.

**Sydren:** How many?

**Agent Drew:** All of them!

* * *

**A/N: Comment and Review**

**Thanks**


	23. Breaking the Sword

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**OMAC001: Be careful what you wish for (evil smile) **

**Reverend I'm a Jesus Freak: Oh … Happy Birthday! Glad I got the last chapter out when I did.**

**Shadowrunner22: Muhahahaha! Flash Gordon can't help them now, Muhahahaha!**

**The Story's Shadow: Thank you, I'm going to try and depict the other races of Mongo with more unique characteristics.**

* * *

**Chapter 22: Breaking the Sword**

**New York City – Fisk Tower – Day **

_While the battle for planet Earth rages far above their heads, Phantom and the rest of his team are in position on the rooftop of Fisk tower. The buildings energy shield is fully functional and its defensive turrets are ready when needed to help the team. Taking advantage of the quiet moment at hand, Phantom is on his communicator, talking to his most important reason for fighting._

**MJ:** So is everything ready?

**Phantom:** We're good to go, Rocketeer is just doing a last minute perimeter check then we're going to bunker down here.

**MJ:** That's good, just…

**Phantom:** What?

**MJ:** Just remember to keep your head down and don't do anything stupid like….

**Phantom:** Baby relax … I'm known as the "Ghost who Walks" for a good reason.

**MJ:** Just don't become a real one … ok?

_Phantom noticed MJ's concerned expression and stopped pacing around the rooftop. He sat down on the ledge and became very sincere to MJ. _

**Phantom:** Hey … I'm coming back. Everything's going to turn out fine. Ok beautiful?

**MJ:** Who knew you could be so optimistic.

**Phantom:** Isn't why we're together? You're constantly overwhelmed by my happy go lucky personality?

**MJ:** Hardly … Mulan is easier to connect with at times.

**Phantom:** Whoa! That's harsh … Go on then, why did you say yes when I asked you out?

**MJ:** You know I'm still not sure, call it my journalistic nature but I've always been good when it comes to reading men. You know; knowing who's a jerk, who's a nice guy and all that. But you were different.

**Phantom:** How so?

**MJ:** I could never quite figure you out; You project this tough, passionate, rebellious attitude but I was surprised at your "cultured" side. Not to mention the way you carry yourself with such "cold" confidence. I couldn't decide if you were scary … or sexy.

**Phantom:** Oh my god, that's it, isn't it? You're into bad boys aren't you?

**MJ:** What! No…

_Phantom sharply rose to his feet and wouldn't stop laughing through a mocking grin that couldn't help but annoy MJ. _

**Phantom:** That explains everything; Mary Jane Watson, you're crazy about me because I'm your bad boy.

**MJ:** That is a dirty, sexist, stereotype!

**Phantom:** Which happens to be true in your case.

**MJ:** I take it back; you're frustrating, annoying and egotistic!

_And on that note she ended the link between them, just as Rocketeer got back from her checks and landed on the rooftop right beside Phantom. She also couldn't help but noticed the wide grin across his face._

**Phantom:** I love you too.

**Rocketeer:** Talking to MJ?

**Phantom:** Yeah.

**Rocketeer:** What are you smiling about?

**Phantom:** Oh … nothing.

* * *

**S.W.O.R.D. Flagship "Damocles" – Sector 2**

_Within the hallways of the Damocles, Mongo boarding parties have been pushing their way further inward towards the ships main cannon control. Luckily S.W.O.R.D. forces have been able the set up key defensive positions in an attempt to hold the invaders off. Unfortunately, with the exception of the marines, the Damocles didn't have other internal defensives. But S.W.O.R.D. personal prove to be a resourceful and unpredictable obstacle to the Mongos._

_In a hallway leading up to the to the main cannon control, a small squad of S.W.O.R.D. Marines are falling back to regroup while being pursued by several Mongo troops along with a detachment of war-droids. The Marines continue to open fire on the enemy as they back into a joining corridor, then one of them manged to quickly activate a nearby console that closed the interior hatchway that separated the marines and their pursuers._

**S.W.O.R.D. Lieutenant:** We're in … do it.

_Meanwhile on the other side of the hatch, the Mongo boarding party stopped advancing and their commander approached the hatch._

**Mongo Commander:** Cowards! Blow it open now.

_One the War-droids approached the hatch and attached a small explosive to it. The commander ordered his men to back away before giving his order._

**Mongo Commander:** Is it primed?

**War-Droid:** _"Affirmative."_

**Mongo Commander:** Blow it…

_Just as the Commander gave his order, the entire boarding party was pulled off their feet and dragged though several corridors of the ship until they … and a few other parties were eventually sucked into the vacuum of space. Meanwhile the squad managed to regroup with the rest of S.W.O.R.D. forces camped outside the main cannon._

**S.W.O.R.D. Captain:** Lieutenant … report in.

**S.W.O.R.D. Lieutenant:** Sir, sector 2, 5 and 6 have been cleared of enemy troops. However, we lost over half our unit on the way here.

**S.W.O.R.D. Captain:** Damn it…

_Suddenly his comm-link went off and he answered it to receive another report from elsewhere on the ship._

**S.W.O.R.D. Captain:** Status report?

**S.W.O.R.D. Marine:** _"Sir! It didn't work. Several of these cat men … they've gripped themselves down. Sector 3's hatch is failing!"_

**S.W.O.R.D. Captain:** Fall back marine! Fall back to the…

_But the marine on the other end didn't respond, all the captain could make out was blaster fire and an unmistakable roaring cries just as the link was severed. _

**S.W.O.R.D. Captain:** Son of a…

**S.W.O.R.D. Lieutenant:** Sir, what are your orders?

_The captain thinks for a moment before addressing the rest of his men._

**S.W.O.R.D. Captain: **Contact all nearby teams and pull back to our location. Prepare to bunker down here marines, we hold this position … no matter what.

* * *

**Sector 3**

_Merely minutes previously, blaster fire had echoed thought the corridors of this sector. But now they're eerily quiet, with the exception of the crunching and muffling noises of Lion-Men as they feed off the remains of their fallen prey._

**Lion-Man:** These … humans … are awfully … stringy.

**Staffa:** Finish up! We need to press on.

**Lion-Man:** But we only just started…

_Staffa turned and crossed the short space between him and the feasting Lion-Man and roared right at him while bearing his claws. However, this only made the Lion-Man stand up and do the same thing right back. This standoff continued for a few moments until the Lion-Man backed down in a submissive stance. Staffa then turned to address his men._

**Staffa:** We must regroup with the chief! There'll be time to feast when we've taken the ship.

_He let out a roar that inspired his pack to do the same, before leading them down the ships corridor, charging at full speed. As the turned a corner, the pack had stopped sharply as their path was blocked by a squad of S.W.O.R.D. Marines with their weapons raised toward them. Staffa merely howled with laughter before he addressed the steadfast humans._

**Staffa:** More meat for us brothers.

**Agent Drew:** Actually…

_The Lion-Men drew their attention to the long, black haired woman walking out from the marine to stand right in front of them._

**Commander Drew:** The kitchens closed.

_The pack of Lion-Men started to growl and snarl at her. This was the first human female they've met so far and they liked what they saw._

**Staffa:** A female! Oh you look … tender.

**Commander Drew:** Not the worst I've been called. But if you want me, then come and get me.

_The pack roared loudly then charged at full speed at the S.W.O.R.D. agents, but they hadn't moved and continued to stand their ground._

**S.W.O.R.D. Marine:** Ma'am?

**Commander Drew:** Wait for it!

_The pack drew closer towards their prey, failing to notice the former Spider-Woman hands starting to glow. _

**Commander Drew:** Wait.

_She continued to charge up the energy in her hands until the approaching Lion-Men were only several feet away from them._

**Commander Drew:** Open fire!

_She thrusted her arms outwards and unleashed a huge beam of green energy into the charging pack, several Lion-Men were caught in its path and a surge of energy spread throughout their nervous system, leaving them completely paralyzed. Any of the Lion-Men who weren't hit had to avoid the beam of energy by clinging themselves to the sides of the corridor, but this left them open to the marines who opened fire with controlled, concentrated bursts and were able to pick off their targets with relative ease._

_After a few moments of holding her massive "venom blast", Commander Drew collapsed her arms and tried to catch her breath. It didn't take her long to look up and admire her handiwork, the entire corridor was now littered with the bodies of Lion-Men, either dead or immobilised._

**Commander Drew:** Men … you know what to do.

_She leaned against the wall to rest for a bit while the marines began moving throughout the corridor and started putting down the surviving Lion-Men, with clean shots to the head. One marine reached the paralyzed Staffa and kicked him over on his back so he was looking right at the marine. Feeling was slowly returning to him, enough that he was able to speak slightly._

**Staffa:** Human … worthy … prey…

_He was cut short as the marine fired a round in Staffas head before turning to one of his fellow marines._

**S.W.O.R.D. Marine:** Lions? More like pussies.

**Commander Drew:** Ok men, let's get moving. The enemy no longer has the numbers to take the entire ship, so instead they'll most like focus everything on deactivating the cannon or the bridge. Let's regroup at the main cannon … move it!

* * *

**Damocles Bridge **

_The bridge has been in lockdown ever since Commander Drew left to secure the ships main cannon. S.W.O.R.D. personnel had been continuingly working towards destroying any Mongo transport that dared to run the blockade that Earths defences had been able to maintain. _

**Sydren:** Whatsss the Sssstatussss of the Mongo fleet?

**S.W.O.R.D. Agent:** Their transports are holding position just outside our range of fire. None of the larger dreadnoughts have attempted to break through … it looks like the Nova Corp are keeping them occupied.

**Sydren:** Sssstay alert, any movement from them and open fire.

_He walked over to another agent monitoring the ships security system._

**Sydren:** Any word regarding the enemy boarding partiessss.

**S.W.O.R.D. Agent:** After we opened the airlocks, they lost about 60% of their forces. Most of what remains have been reported heading towards the main cannon. We haven't heard back from….

_The agent was suddenly interrupted by a burst communication. _

**S.W.O.R.D. Marine:** _"This is Echo team! Enemy troops are storming Sector 12; their heading for the bridge. We're holding them off as best we can but it's not enough, we have to fall back to Sector 14."_

**Sydren:** Thatsss right outssside the bridge! Agents, cover those doors!

_Several S.W.O.R.D. agents drew their weapons and positioned themselves by the bridges turbo lifts._

* * *

**Sector 2 **

_Just outside the doors to the main cannon, several S.W.O.R.D. Marines have taken up defensive positions on both ends of the corridor while the rest took up positions inside. For what seemed like a lifetime, the marines remained vigilant at their posts. That was until from one end of the corridor, they could hear a noticeable "clanking" sound getting louder as the Mongo War-droids came into view. They were positioned themselves so that they blocked the entire width of the corridor, practically creating a protective wall of metal while the Mongo troops followed behind._

**S.W.O.R.D. Captain:** Open fire!

_The marines fired upon the War-Droids, but suddenly each one activated a personnel energy shield that blocked any energy blast that made contact. _

**S.W.O.R.D. Captain:** Concentrate your fire!

_His men did so; focusing their fire on a select few War-Droid. At first it seemed to be working, the War-Droids shields began to max out and falter, but their tough exterior shells made it difficult to bring them down. But even when they were successful in destroying a War-Droid, the remaining ones merely adjusted to continue protecting the troops behind them. Unfortunately for the marines, the Mongo troops were now close enough to retaliate. A few of the Mongo troopers began throwing grenades amongst the ships defenders. _

**S.W.O.R.D. Captain:** Grenades!

_The S.W.O.R.D. marines started falling back to escape the blast radius, but a few were not so lucky. As the grenades went off, there was no explosion; instead they set off an electrical burst that burned the flesh of the marines caught in the blast. _

**S.W.O.R.D. Lieutenant:** Sir! The corridor is too narrow; we can't fight out here!

**S.W.O.R.D. Captain:** Men, fall back inside! We need to regroup!

_Following his orders, the marines began pulling back, taking their wounded and making their way into the Damocles main cannon chamber. When the last of them were through, the closed and sealed the entrance._

**S.W.O.R.D. Captain:** What's our standing?

**S.W.O.R.D. Lieutenant:** 9 Casualties sir. Apart from Commander Drew and her men, we're all that's left.

**S.W.O.R.D. Captain:** Everyone bunker down! We hold them off right here! Lieutenant, get your men into position and cover those doors. When they breach … give them everything you've got.

* * *

_Meanwhile, on the other side of the doors, the Mongo troops secured the nearby area while the War-Droids focused on the sealed doors. It wasn't long until War-Chief Jugrid had arrived with what remained of his pack and made his way over to the Mongo Commander._

**War-Chief Jugrid:** Why do you delay?!

**Mongo Commander:** We're just about to breach the doors, and mind your tone Lion-Man….

_Jugrid roared and grabbed the commander by his throat and lifted him up, his feet dangling several inches off the ground._

**War-Chief Jugrid:** Remember to whom you speak Commander! My men grow hungry with each passing moment and if that door isn't open soon … I may serve you up as an appetiser!

_Though the Commander was nearly passing out, he was able to draw his side arm and aim it under the War-Chiefs arm._

**Mongo Commander:** Put me …. Down …. Beast …. General … will hear … this…

_The Chief of the Lion-Men dropped the commander down to the ground and walked away, leaving the Mongovian to catch his breath while being helped off the ground by two of his men. Meanwhile the War-Droids finished setting up the explosive intending to breach the door._

**War-Droid:** Commander, its done.

**Mongo Commander:** Blow it!

* * *

_Back on the other side of the door, the S.W.O.R.D. marines ready themselves, taking cover behind support beams and consoles. On the railings hanging above, several marines took position in sniper perches while others set up few heavy guns to cover the entrance. Suddenly the room vibrated as the doors separating the marines from their enemy were blown apart, heavy chunks of steel and shrapnel flew everywhere while smoke from damaged vents and pipes started to engulf the room. _

_From out of the recently made hole in the wall, Mongo War-Droids were the first to storm through. The S.W.O.R.D. marines opened fired, but with their shields up the War-droids were able to provide enough cover for Mongo troopers to start coming through. Luckily since the gap was pretty narrow, it was easy for the marines to mow down several troopers, with only a few managing to slip through and take up what cover they could find._

_They didn't last long since the marines sniping from above were able to pick them off easily with clean headshots. The heavy gunners were causing the Mongo forces trouble as well, so a few of the War-Droids started advancing towards them. Most were gunned down after their shields maxed out but others were able to reach the heavy gunners and tore apart their mounts with ease. This created enough of an opening for the Lion-Men to advance through. Thanks to their amazing speed and agility, the Lion-Men were able to leap around the room and gain ground quickly, tearing about any marine they could get their claws on._

_The snipers above were able to adapt quickly to their fast moving targets; firing where they were going to be rather than where they were. This was enough to clip some Lion-Men in their limbs and slow them down enough for the marines to finish them off. The S.W.O.R.D. Marines tried to keep the Lion-Men at a distance but it was hopeless the moment they were close enough; Lion-Men began knocking marines across the room with one swipe of their power arms, breaking bones and necks in the process. _

_One marine had his ribcage shattered when a Lion-Man caught him by surprise and impaled him in the back with his claws and raised the marine over its head. As the Lion-Man relished in the man's agony, he failed to notice the grenade belt he was wearing and never suspected what happened next as the marine pulled on the belt and the resulting exposition took both him and the Lion-Man with him (along with several troopers who were caught in the blast too)._

* * *

**Damocles Bridge**

**Sydren:** Commander! The main cannon isss being overrun! Where are you?!

**Commander Drew:** _"My team is pinned down in Sector 10, I have to carry on by myself. Just make sure nothing gets to the bridge."_

**Sydren:** I don't know how much longer we can hold, we've lossst contact with Echo team minutes ago and…

**S.W.O.R.D. Agent:** Sydren!

_The alien spun round to the agent calling to him and saw that sparks were generating from the top of the turbo lift doors. Several more agents abandoned their stations to help cover the doors while Sydren returned to his communicator._

* * *

**Sector 2**

**Sydren:** _"They're trying to breach the bridge! We'll hold them off as long as….!"_

**Commander Drew:** Sydren? Sydren!

_She got nothing but static from her communicator, so all she could do now was hurry to the main cannon control. As Commander Drew reached the entrance corridor, she came across several Mongo troops guarding the area. They opened fired, but that didn't stop the superhero; she used her acrobatic grace to avoid the energy projectiles and countered with her venom blasts, rendering every trooper she hit completely paralyzed. _

_As she reached what remained of the entrance, more Mongo troops came round from the corner up ahead and fired at her. But without stopping, she rolled over a fallen marine, picked up a grenade from his belt and threw it towards the Mongovians. They retreated to avoid the blast, which aloud Commander Drew to make it inside the main cannon chamber, but what she found made her think that she may be too late._

_The entire area was littered with the bodies of friendly and enemy troops alike; it was clear to Commander Drew that her fellow S.W.O.R.D. operatives had put up an impressive fight, but were in the end overrun by the Mongovians. As she made her way past the ruined remains of gun mounts, War-droids and the disembowelling leftovers of marines, Commander Drew was a little unnerved by how quiet it was. There was no sign of anyone or anything else left in this blood bath, so she hurried over to the main console of the Damocles' cannon. Wiping blood from its display, Commander Drew activated the console and preformed a diagnostic on the weapon._

**Commander Drew:** Sydren? Sydren, can you hear me? The ships cannon is still operational but…

_She suddenly heard a noise coming from above her and quickly leapt out of the way just as War-Chief Jugrid crashed down from the rigging above, clutching the disfigured corpse of the S.W.O.R.D. Captain with one claw._

**War-Chief Jugrid:** Impressive, maybe you'll prove to be better sport.

_He let out a fierce growl before taking one last bite from the marine's neck and throwing his limp body to one side which made Commander Drew gasped in horror. As the Lion-Man charged at her, she quickly reclaimed her composure and leapt over Jugrids head as the ran by. But before she could hit him with her venom blast, Jugrid spun round and grabbed Commander Drew by the leg and flung her across the room. Luckily she used her gliding ability to avoid hitting the ground and fly round to throw more venom blasts at Jugrid._

_Though some of her blasts did hit their target, the War-Chief was the biggest and strongest Lion-Man she faced; easily able to shrug off a few of her blasts and jump high enough to reach Commander Drew in the air. Thinking fast she was able to swoop down and avoid his attack, only to narrowly avoid more Lion-Men leaping down from above. One Lion-Man managed to grab her from behind and drag her downwards, but before they hit the ground, Commander Drew freed herself and climbed onto the Lion-Man's back so that he struck the solid ground first and she bounced off him and back flipped onto the ground._

_But before she could get a chance to re-coup herself, War-Chief Jugrid tackled her to the ground and tried to claw her to pieces. Using her arms to block his attacks, Commander Drew cried out in pain as the Lion-Man's sharp claws ripped through her suit and flesh. But the moment she found an opening, she began punching Jugrid with her venom blasts just under his ribcage. It was enough to make him stop slashing at her long enough for her to free herself._

_As she got back to her feet, the other Lion-Men tried to surround her but she was strong enough to fight them off with her combat training long enough to reach the main cannon, where she picked up a blaster pistol and open fired on the advancing Lion-Men. The S.W.O.R.D. Agent was able to take down a few of her attackers but had to fall back as the Lion-Men started to overwhelm her._

_Commander Drew started to climb up and over the machinery around the room, trying to gain the high ground since her suit was too badly torn glide with. Unfortunately, the Lion Men were able to keep up and chase her through the walkways above. Commander Drew continued to return fire but she was getting tired from the constant evading she had to do and eventually she found herself trapped on the walkway as Jugrid climb up and blocked her path. As the Lion-Men closed the distance behind her, she quickly pointed her gun at Jugrid with one hand and a venom bolt with the other to warn off the Lion-Men._

**War-Chief Jugrid:** You were indeed a worthy hunt, more than the rest of your kind.

**Commander Drew:** OH …. You haven't seen what my kind can do!

_And on that note, she spun away from the War-Chief to fire at the support beams of the walkway behind her, while at the same time firing a Venom blast at Jugrid behind her. As she predicted the walkway gave way under the weight of the Lion-Men and collapse, causing most of the Lion-Men to lose their balance and fall off. When she turned back to hopefully see the paralyzed War-Chief, she was surprised to find that he was gone. Before she could react to this, she suddenly felt something sharp pierce her back; as she sputtered blood from her mouth and looked down to see a pool of blood spilling from her abdomen. Shen was then lifted up off her feet by her assailant, which happened to be Jugrid _

**War-Chief Jugrid:** Never take your eyes off your… RAAAAHHHH!

_Calling on what little strength she had left, Commander Drew clutched her side arm and fired a round over her shoulder. Whether it was skill or luck it didn't matter, her one shot managed to graze over Jugrids left eye and he let out a roar of pain before flinging his prey over the side of the walkway and crashed onto the ground below._

_For what seemed like hours; Jessica Drew … agent of S.W.O.R.D., the Spider-Woman, lay broken on the floor, unable to move and struggling to breath. Until she barely made out the sound of approaching footsteps nearby, then something grabbing hold of her throat and lifting her head up enough so she could see the disfigured face of Jugrid staring deep into her bloodied eyes with one of his own. _

**War-Chief Jugrid:** Take solace that the Lion-Men of Tropica will be as passionate in our hunting of your kind … as I was with you.

_And in one swift motion, he tighten his grip on her throat and broke her neck. Standing up from his prays lifeless corpse, Jugrid activated his communicator._

**War-Chief Jugrid:** The last of the human defenders have been dealt with and the vessels main weapon secure.

**Lion-Man:** _"That is… My Chief, your eye…?"_

**War-Chief Jugrid:** What is the status of the bridge?!

**Lion-Man:** _"We have taken control of the bridge my chief, what are your orders?"_

**War-Chief Jugrid:** Open fire on the enemy fleet, reduce their ships to cinder.

**Lion-Man:** _"At once … and what about the remaining humans around the vessel?"_

**War-Chief Jugrid:** Hunt them down … Kill them all.

* * *

_Back outside amongst the space battle over Earth; the Nova Corp have been preoccupied with Mongo forces. Nova Prime, along with Supernovas Carrie, Z'zz and the Guardians of the Galaxy were engaged with snub fighter squadrons trying to protect the Mongo transports, until Nova Prime received a message from Rocket._

**Rocket:** _"Hey kid, better clear out. That Damocles is charging up to fire again."_

**Nova Prime:** What are you talking about? None of the transports are within range.

**Gamora:** _"The Damocles is not responding."_

**Rocket:** _"Oh … this can't be good."_

_When the Damocles had finished charging up, it open fired … only this time its target was one of the Xandarian frigates. The ship was completely decimated and debris was hurled throughout space, damaging other nearby vessels in the fleet and forcing them to break formation. Unfortunately, this created the opening that the Mongovians needed to start sending their transports through. _

**Nova Prime:** Don't let any of those transports break through the blockade!

**Supernova Z'zz:** But … Buzzz … The Damocles … Buzzz … will tear our fleet apart … Buzz!

**Supernova Carrie:** He's right my Prime.

**Star-Lord:** _"Nova Prime; We'll try to stop as many transports as we can, but we need you to take out that cannon!"_

**Nova Prime:** Alright … Sorry Jessica.

* * *

**Mongo Warship "Serpinator" – War Room**

**Mongo Officer:** General, the Lion-Men have taken the human dreadnought and are using the main cannon against their fleet.

**General: Kala:** Perfect, have our transports begun their approach?

**Mongo Officer:** They have, but their sensors have already detected several vessels protecting the planets lower atmosphere.

**General Kala:** Must be those S.H.I.E.L.D. "Astro-Carriers" I've read in the reports.

**Mongo Officer:** Shall I have a squadron of snub fighters intercept them General?

**General Kala:** Yes, but also send a message to the transports …. This might be a good time for the Hawk-Men to spread their wings.

* * *

**A/N: Comment and Review please**

**Thanks **


	24. Birds of Prey

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 23: Birds of Prey**

**New York City – Daily Sentinel Communications – Day **

_Currently sitting alone in his office, the Green Hornet is receiving reports from the blockade efforts. Since the Bpaa Thaps communications network, that the Earths planetary defensives are using was developed by Daily Sentinel Communications; the intel that Hornet receives is both live and accurate, and from what the reports say … puts him on edge._

_He heard the door to his office open and he tears himself away from his terminal for a moment to see Kato waking in and making her way over to his desk with a look of frustration about her._

**Kato:** When we were told that we were partnered up with Cloak and Dagger, I thought; "Good! We don't have to watch our backs."

**Green Hornet:** Hmm…

**Kato:** But apparently S.H.I.E.L.D. assigned them to us because they still think we're the criminals. I swear if that blondie gives me another dirty look…

_She stopped talking the moment she noticed that Hornet was only half listening to her since he was clearly still occupied with his terminal. As she walked round to his side of the table, Hornet quickly deactivated his terminal and got up from his chair to gaze out from the enormous window to the city below._

_Kato knew Hornet for long enough to know when he was worried; he wouldn't get moody or short tempered … instead he'd just be quiet, a complete opposite to his usual chatty and laid back personality. Under normal circumstances she'd leave him along because his mind would be preoccupied and she wouldn't want to distract him. But with everything that's been happening lately, the last thing she wanted was to leave his side. So Kato tried a different approach, something she was never good at and hated all the same … small talk._

**Kato:** All this waiting is boring … what should we do?

_Hornet didn't respond, he never even flinched._

**Kato:** What's wrong with you?

**Green Hornet:** There's something I have to ask you … but I don't want you getting mad at me.

_Kato cocked her eyebrow curiously, whenever he'd asked her not to be mad it was serious. _

**Green Hornet:** When they arrive, when we finally get hit. Instead of going out there to fight … could you please stay here?

_She didn't get mad, instead she merely looked away from him and asked him in the most emotionless tone she could manage._

**Kato:** Why would you ask that?

**Green Hornet:** This tower has the best built-in defensives I could afford and plenty of escape routes. There's no telling what will happen and … I'm scared. If anything happened to you I'd…

**Kato:** So you'd rather go somewhere dangerous … alone. And you'd expect me to stay here where its safe?

_He couldn't even look at her, instead he squeezed his eyes shut and hope not to break down while having possibly the most difficult conversation he ever had with Kato. He could hear her footsteps approaching him, but he still couldn't look at her. _

**Kato:** Do you know what would happen if you didn't come back … Huh?

_She was looking right at him but Hornet continued to avoid making contact for fear of her answer._

**Kato:** I'd kill myself.

_He snapped his eyes open and sharply turned to face his partner. Only this time she had taken off her mask so he could see the furious look on her face._

**Kato:** I'd go to the roof of this building and walk off its edge … without hesitation. I'd never forgive myself for staying behind so what would be the point in living?

_Hornet was speechless; he had calculated nearly every possible retort or counter argument to his request in his head for the last hour, ever since he received the reports. But nothing prepared him for Katos reaction, he even couldn't hold it together. Hornet just removed his mask and broke down into a light sob just as Kato pulled him into an embrace, placing their heads on each other's shoulders. _

**Green Hornet:** I'm sorry … I guess I'm losing my nerve. All I want is you, I don't care if I lose any of this; the money, the Sentinel. I just want to be with you … even if it's in some tiny shack amongst the ruins.

**Kato:** It would be nice if we could do that, be together after all this … everyday … forever.

_The two of them raised their heads to look at each other but continued their embrace. _

**Kato:** But have you thought about what's happening out there, in the rest of the galaxy.

_For a moment Hornet was puzzled by her question before realising that no … he hadn't given it much thought._

**Kato:** Nova Prime said that the Mongo war effort spanned across thousands of worlds, including the entire Shiar Empire and beyond. If they have the numbers to manage that kind of campaign, it's hard to think that we'd survive for much longer under that kind of assault.

_Hornet was staring intensely at Kato the whole time she was talking, taking in what she was saying and reaching a conclusion that frightened him badly. _

**Green Hornet:** So that means; it doesn't matter if we win this fight, they're just going to keep coming until we're wiped out, everyone is on a time limit … and once that's up…

_He broke eye contact and looked down at the ground for a moment. By the time he returned his gaze to Kato, he was horrified to see that she had started to break down too. Tears were suddenly streaming down her cheeks and she was gasping for air by the time she tightens her embrace and buries her face in Hornets chest_

**Kato:** I want to … to stay with you forever … I want us to go on dates … and get married … and for us to grow old together … that's why … that's why…

_Hornet gently rested his hand on top of Katos soft dark hair and finished the sentence that she was struggling to say but they were both thinking._

**Green Hornet:** We don't have a choice … we have to keep fighting.

* * *

**S.H.I.E.L.D. Astro-Carrier "Beta" – Bridge**

_Positioned high up in Earth's upper atmosphere; the recently rebuilt Astro-Carriers of Beta, Delta and Zeta have altered their course to intercept the Mongo forces reported to have broken through the blockade. On the bridge of Beta; the commander of the S.H.I.E.L.D. forces Sam Wilson aka Falcon, is busy coordinating with the other Astro-Carrier commanders._

**Falcon:** Have all agents at battle stations and ready to repel enemy boarders. Make sure to coordinate all turret fire effectively, we can't let those transports through.

**Delta Commander:** _"Understood sir, but what about our volunteers?"_

**Falcon:** I have Vison keeping an eye on them so don't worry, just focus on those transports.

**Zeta Commander:** _"Good hunting to you."_

**Falcon:** To us all.

_He ended the communication link only moments before receiving an alert from one of the bridges personnel. _

**S.H.I.E.L.D. Agent:** Sir, we have inbound multiple bogies approaching our 10.

**Falcon:** How long before they intercept?

**S.H.I.E.L.D. Agent:** Within minutes.

_The Avenger looks out from the observation window to see the burning hulls of Mongo transports starting to descend down from orbit. He activated the ships intercom from his station to address the crew._

**Falcon:** All hands report to your stations; marines report to defensive stations and ready all gunners … we're going to blow them out of the sky.

* * *

_As the Astro-Carriers ready themselves for battle, the Mongo transports keep their course towards the planet's surface while their snub fighter escorts break away to intercept the S.H.I.E.L.D. vessels. The first wave of fighters began to attack Zeta, but the Astro-Carriers turrets were able to easily keep them at bay. Meanwhile both Delta and Beta opened fired upon the Mongo transports, thankfully with the refurbished ornaments provided by both the Nova Corps and the Bpaa Thap were able to give the Astro-Carriers the extra fire power needed to batter through the transports shields and hulls. _

_After damaging several transports, a wave of Mongo fighters broke away from Zeta to attack Beta. But before they reached their target, many of them were suddenly shot down by incoming support ships … namely the Black Bird, Quin-Jet and the S.M.A.S.H. Jump jet. The three of them flew in formation and began engaging the Mongo snub fighters._

**Cyclops:** _"Black Bird to Smashers … I'm on your wing."_

**She-Hulk:** _"Copy that Black Bird, thanks."_

**Black Widow:** _"Two incoming at point 7"_

**Logan:** _"Well get in line … there's more fighters than I can shoot."_

**She-Hulk:** _"Then there's no excuse for missing."_

_They fly neck deep amongst the snub fighters, destroying several until they come within range of the Mongo transports. _

**Black Widow:** _"Quin-Jet to Black Bird; we need to make a run on those transports."_

**Cyclops:** _"I'll clear a path."_

_The Black Bird intercepts several snub fighters in order to create an opening for the Quin-Jet to slip through. This works well, until a few stragglers manage to break away and chase after the Quin-Jet. Widow managed to avoid their fire until the S.M.A.S.H. Jump jet swooped in and destroyed her pursuers. _

**Black Widow:** _"Thanks for the assist Jen."_

**She-Hulk:**_ "You owe me one."_

_The Quin-Jet had reached the first set of transports and began a bombing run above them. Thanks to the constant fire from the Astro-Carriers weakening their shields, the Mongo transports couldn't withstand the Quin-Jets bombs and were blown to pieces._

**Black Widow:** _"Direct hit!"_

**Cyclops:** _"I've got the next wave on radar."_

**Black Widow:** _"Then let's show them some Earth hospitality."_

* * *

**Mongo Transport 6**

**Mongo Pilot 1:** The wave in-front of transports didn't make it through and we're losing fighters fast. We won't have the cover we need to make it to the surface.

_An icon appeared on one of the pilot's console and he activated it to receive an internal message._

**Mongo Pilot 2:** I've just received a message from War-Chief Vultan … he's telling us to open the bay doors.

**Mongo Pilot 1:** At this altitude?! What are you doing?

**Mongo Pilot 2:** I'm not foolish enough to refuse him … you never saw what he did to a friend of mine.

_The transports held position just out of range of S.H.I.E.L.D. forces and several of them had opened their bay doors. On one transport, the troops on board had gathered on the edge of the doors and awaited the word of their leader, standing at their head and looking down at the ongoing battle._

**War-Chief Vultan:** Stand fast my brave Hawk-Men! Let us show these worms why we rule the skies! Now …. DIVE!

_He ran up and jumped head first out of the transport quickly followed by hordes of Hawk-Men. They free fallen for several yards before spreading their massive wings and began gliding towards the battle._

* * *

**S.H.I.E.L.D. Astro-Carrier "Beta" – Bridge**

**S.H.I.E.L.D. Agent:** Sir, we have more inbound bogies from the transports.

**Falcon:** More snub fighters.

**S.H.I.E.L.D. Agent:** I'm not sure sir; they're moving in an erratic manner and our scanners are having trouble locking on … whatever they are they're smaller than any fighter.

_Falcon activated his com-link and contacted his fellow Avenger piloting the Quin-Jet._

**Falcon:** Widow … we have more incoming but it might be dealing with something new.

**Black Widow:** _"I've already got a visual … we've got birds."_

**Falcon:** Birds?

* * *

_Widow has been desperately trying to out manoeuvre swarms of Hawk-Men attacking the Quin-Jet. Several have managed to get close and start tearing apart the jets hull with either the giant battle axes they wield or even their own talon-like hands. Other Hawk-Men have kept their distance and continuously open fire on the Quin-Jet with their axes (that seemed to double as energy rifles). _

**Black Widow:** Very big birds.

_She struggled to keep the Quin-Jet stable as the Hawk-Men continued their attack. Black Widow managed to shoot down a few Hawk-Men that flew in view of the Quin-Jet, however several of them managed to cling onto the Avengers jet and cleanly slice off one of its wing with their battle axes. _

**She-Hulk:** _"Smasher to Quin-Jet; Just hold on … I'll be there in a minute."_

**Black-Widow:** That's a negative … I'm bailing out. Get back to the Astro-Carriers, or else they'll get overrun.

_Widow manged to hit the ejector seat and bail out of the Quin-Jet just as it started to spin out of control. When she was clear of any debris, Widow activated her jetpack and flew away, followed by a few Hawk-Men. She managed to avoid their incoming fire, but they were starting to gain on her. That was until the S.M.A.S.H. Jump jet swooped down and open fired at her pursuers, forcing them to break away and allow Widow to grab onto the hull of the jet as it passed by her._

**Black Widow:** Thanks again Jen.

**She-Hulk:** _"That's two you owe me Nat."_

* * *

_It wasn't long before the three Astro-Carriers found themselves being swarmed by Hawk-Men. They proved to be too fast for the Carriers turrets to be any effect, So Falcon took it upon himself to fight them outside, face to face, along with a detachment of S.H.I.E.L.D. agents equipped in flight armour. However, they soon found out that these Hawk-Men were a force to be reckoned with; Due to their massive muscular physique, they were incredibly strong and were able to rip apart chunks of the Carriers hull with their razor sharp talons with ease. Their eagle-like eyes meant that they had near perfect vison and were able to shoot down agents at high speeds. _

_As Falcon flew around in the sky, firing his razor projectiles at his enemies, he received an emergency message from Delta and he turned back to see that a single Hawk-Man had landed on the top of the Carrier and attempting to rip open the external doors, while at the same time fighting off agents trying to stop him. As he dived down to reach the fighting, he watched as the agents were being thrown about like rag dolls. One agent hand jumped onto the Hawk-Man's back and tried to wrestle him down, but he managed to reach round and dig his talons into the man's back throw him several feet across the hull. _

_When Falcon was in range he fired several of his projectiles down at the Hawk-Man, but he used his two handed battle axe to parry every one out of the air with ease. Falcon then tried to rush his adversary, building up speed before talking the Hawk-Man. Unfortunately, he proved to be too strong to knock down and just took the hit, stopping Falcon in mid-flight before hurling him across the hull._

**War-Chief Vultan:** Impetuous boy! If your kind was meant to grace the skies, you would have evolved wings.

**Falcon:** What can I say … humans evolved to adapt.

_Vultan calmly walked over to his prey … scratching his battle axe on the hull as he does so. _

**Falcon:** And we had some surprising results.

_Suddenly the Carriers external doors began to open and out walked the villainous __**Living Lazar**__ along with the mutant __**Archangel**__. As they walked over to stand beside the Avenger, another transparent figure appeared through the hull beneath them. Suddenly Falcons teammate __**the Vison**__ became solid and stood alongside the others._

**Vison:** I suggest you drop your weapon, as the odds of you surviving this encounter is only 12.3%.

_The Chief of the Hawk-Men looked to each of his opponents before letting out a bellowing laughter that could nearly overloaded Visons audio receptors._

**War-Chief Vultan:** OH WELL … WHO WANT'S TO LIVE FOREVER! HAHAHAHAHAHA!

_He then rushed towards the four of them at full speed with his battle axe raised over his head before leaping up in the air and crashing down at the group and battling them by himself single handily._

* * *

**A/N: Comment and Review**

**Thanks **


	25. Boots on the Ground

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spider-man Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**Hey guys, listen ... sorry for the unexpected absence, but a course i was preparing to go on in October was moved up ahead of schedule and started in July. So i was extremely busy for 2 weeks straight and had no time to work on the story, which is why i decided to make this a short chapter in order to get it out quickly. **

**This is just for fun.**

**Enjoy**

* * *

**Chapter 24: Boots on the Ground**

**New York City – A.I.M. Facility – Day**

_Scattered throughout the city, several strongholds belonging to organisations like Hydra, Zodiac and even the Singh Brotherhood are being used to provide excellent concealed outpost for military personal and equipment that will be essential for Earths defence. Located in an abandoned warehouse, just beneath the Queensboro Bridge, is an entrance to one of the few many functional A.I.M. facility's located around the city. And since each facility is interlinked with each other like sections of a hive, it'll be a lot easier to manoeuvre units into position around the city. _

_So while detachments of A.I.M. forces, US military and Bpaa Thap units are preparing to move out underground; back on the surface, Zorro is preparing in his own way by taking advantage of the quiet warehouse space to sharpen his swordplay techniques. Moving with the grace of a dancer, he thrusts and swishes his sword elegantly around the open space with a controlled and practiced precision that he has carefully developed over several years._

**Tornado Z:** "_**Mente tu juego de pies … Su detras de 0.005 segundos"**_ (Mind your footwork … its behind by 0.005 seconds)

**Zorro:** What are you, my father?

**Tornado Z:** "_**Alguien tiene que mantenerlo derecho."**_ (Someone has to keep you right)

**Zorro:** Well, you sounding more like him.

**Powerman:** Sounding like who?

_Zorro halted his routine and looked behind him to see Spiderman's old teammate Powerman standing by the "hidden" entrance to the A.I.M. facility._

**Zorro:** My father … he taught me the ways of the sword and he use to nit-pick at the smallest of imperfections. Apparently, my Tornado Z has taken up that mantle.

**Tornado Z:** _**"Usted estaria perdido sin mi."**_ (You'd be lost without me.)

**Zorro:** You're not wrong.

**Powerman:** So your old man was tough on you huh?

**Zorro:** You misunderstand; as a father he was very supportive. But as my sword master, he wouldn't settle for anything less than perfect.

_Once again, Zorro raised his sword and started thrusting and sweeping his sword around him._

**Zorro:** "A dying art" he used to call this. "The most elegant and purest expression of skill, from a more civilised time". People these days prefer their guns and bombs … quick and simple. But only a master of patience and a disciplined mind can use this weapon to its fullest potential.

_He stops for a moment to see Powerman still watching him, but having the confused look about him, like he didn't know how to respond to what Zorro was talking about._

**Zorro:** (Chuckles) Forgive me Senior Powerman, it should have occurred to me that you didn't come up here to watch me practice … was there something I could help you with?

**Powerman:** Oh no its just … er … look man, can I ask you something?

**Zorro:** If you wish.

**Powerman:** Have you ever been … distracted by a new teammate before?

**Zorro:** Your referring to Senourita Jones?

**Powerman:** Wait, how did you…?

**Zorro:** It's a gift … So go back down and talk to her, you may not have another chance.

**Powerman:** Yeah well, it's not that simple; I mean Jessica's nice and all but is now really the best time to bring something like this up.

**Zorro:** My friend; Take happiness whenever you find it … whether it's a relationship, a night of passion or just a quiet moment. They remind us of what we fight for.

_Powerman thought for a moment about what Zorro said and smiled back at him. But before he could thank him, the two of them heard what sounded like thunder from the skies above. They both walked outside and looked up to see hundreds of Mongo transport ships descending from the thick layer of clouds above._

**Zorro:** My friend … I think your moment may already be up.

* * *

**Mongo Transport**

**Mongo Pilot 1:** We've breached the upper atmosphere, forming up with the rest of our forces.

**Mongo Pilot 2:** Ready to launch the Shock Troopers.

**Mongo Pilot 1:** Launching in 3 … 2 … 1.

* * *

_The Mongo transports had temporally slowed their decent, before opening several hatches across their underside. Then large cannon-like launchers emerged from the openings and took aim at the city below. When all the transports were finished moving into position, they opened fire, launching several drop pods that raced across the city's skyline._

_The soldiers stationed down in the streets below, watched as hundreds of fiery pods flew over their heads and crashed down into the streets nearby. Some even crashed straight into buildings and surrounding skyscrapers, which caused a few smaller buildings to collapse under the sheer force of impact._

_A detachment of Bpaa Thap and US troops, led by Captain America, Red Hulk and Iron Spider (Amadeus Cho) had advanced towards Time Square, where a large number of pods had landed. The heavy vehicles they had at their command (Tanks, missile launchers etc.) were kept at a range while the troops moved forward cautiously around the impact zone. _

**Capt. America:** Everyone form up and be ready for anything!

**Red-Hulk:** You see anything in red armour … give it a proper planet earth greeting!

_After a few minutes of seeing no activity coming from the crashed pods, Iron Spider approached one close by and (while accompanied by a squad of soldiers) began scanning it._

**Iron Spider:** Strange … these pods don't seem to have any doors or hatches. It's just a solid structure.

**US Soldier:** A decoy?

**Iron Spider:** Perhaps … but I'm getting some unusual readings inside. Not sure if its…

_Before he could finish, the base of the pod began corrode away as a thick red substance began oozing melting its way out of the pod. _

**Iron Spider:** EVERYONE BACK AWAY! Cap, its magma! And its reading at 1600 C.

**Capt. America:** EVERYBODY FALL BACK!

_He and the squad with him retreated away from the now dissolving pod as it gets swallowed up by the substance as it expands its radius around the Square. Soon nearby cars, lamp posts, mailboxes, anything that the substance gets close to starts melting at an alarming rate. As the heroes and their forces were able to keep their distance; there was one soldier who tripped over some debris and fell to the ground._

_Iron Spider saw this and flew over to help him, but the moment he grabbed hold of the soldier's hand, he was engulfed by the magma. In mere seconds the soldier was dissolved, leaving Iron Spider holding only the poor man's arm._

**Iron Spider:** Oh my…!

_He suddenly gets a reading from his on-board computer._

**Iron Spider:** It can't be… Cap, if these readings are correct … this magma is alive!

_Suddenly a long molten hand shot out from the magma and grabbed hold of Iron Spiders leg. As he tried to use his repulses to blast it off him, the rest of the arm began to morph into monstrous figure. It grew up to about 9ft and molten rock began hardening around it, creating a golem-like shell. It didn't take long for more of these "Magma-Men" began to form, and even less for Earths defenders to open fire on them. Meanwhile the Magma-Man latching onto Iron Spider suddenly had its head smashed to pieces by Capt. Americas shield and was forced to let go of the young genius and wait for a new head to regenerate in its place._

**Magma-Man:** RAAAAAAAAHHHHHHHHHHH!

_As the Magma-Men advanced towards Earths forces, the military's Tanks opened fire in order to provide cover for their troops as they put distance between them and magma slowly engulfing the whole area. However, the creatures kept reforming themselves and continued with their attack. Iron Spider is hovering around the Square, desperately trying to rescue as many soldiers as he can that were trapped by magma, while Capt. America and Red Hulk are fighting alongside Bpaa Thap soldiers against the Magma-Men. _

**Red Hulk:** Come get some ugly's, nothings hotter than me!

**Capt. America:** We need to get to higher ground, it's impossible to fight them this close.

**Iron Spider:** Cap, I've got an idea … just hold them off for me.

**Capt. America:** Whatever you're about to do, do it fast soldier.

_While trying to avoid chunks of magma rock being hurled at him, the young genius began modifying his armours coolant systems. When he was ready, he flew over the Magma-Men closest to the soldiers and fired energy beams from his repulses. Thanks to his modifications, the beams emulated a temperature cold enough freeze the creatures below, even the magma sweeping the ground began to harden solid. Soon the Magma-Men were frozen in place like statues around Time square._

**Iron Spider:** Cap, I can't keep this up for much longer, my armour is starting to overheat.

**Capt. America:** We'll take it from here.

_He activates his comm-link to commander of the Tank battalion._

**Capt. America:** Commander are your forces ready?

**Tank Commander:** _"Locked and loaded Captain."_

**Capt. America:** Then light them up.

_The Tanks adjusted their line of sight before unleashing a barrage of firepower down upon the invading forces. This continued for several minutes until the frozen Magma-Men were left shattered into pieces. The Earth defenders began to cheer I celebration, however their victory was short lived as Iron Spiders sensors picked up vital signs from the rocks and also that their internal temperature was beginning to rise again._

**Iron Spider:** Cap! They're not down, I calculate they'll reform in 10 minutes most and my armour can't handle another move like that again.

**Capt. America:** Then were going to need bigger freezers.

_He activates his comm-link and gets in touch with the other teams around the city._

**Capt. America:** I need any and all meta-humans with cryo-powers down on the ground, find more f these hot heads and do what you can to slow them down.

**Iceman:** _"On it."_

**Blizzard:** _"Roger that."_

**Iceberg:** _"On my way."_

**Ice princess:** _"With pleasure."_

**Agent Venom:** _"Err Cap, could you send some "Fire" guys our way?"_

**Capt. America:** That won't help against these Magma-Men.

* * *

**S.H.I.E.L.D. Academy "Triskilion"**

**Agent Venom:** It's not Lava-guys we're dealing with here.

_The young S.H.I.E.L.D. Agent looked out onto the battle waging around him; several of his fellow trainees along with detachments of the U.S. military and S.H.I.E.L.D. forces are fending off waves of golem-like creatures … only these ones were encrusted with ice. They froze the ground beneath them with every step they take and fired sharp icicles from their hands. _

_Luckily these creatures are slow moving, which gives the soldiers a chance to out manoeuvre them. Squads of soldiers attract the attention of these "Frost-Men" with suppressing fire, while several S.H.I.E.L.D. agents flanked behind them and hurled explosives at them. Unfortunately, their icy shells proved too tough to take any damage, it wasn't until the agents risked jumping onto the Frost-Mens backs and jamming explosives in-between gaps in the creature's shell that they were able to bring some of them down. _

_However, this doesn't slow the Frost-Men down, they continued on with their attack while Agent Venom and his fellow trainees Squirrel-Girl and Ka-Zar desperately try to hold them back. Squirrel-Girl tries to confuse the invaders by disorientating them with her small army of squirrels while both Agent Venom and Ka-Zar blitz attacks them from the side, then Ka-Zars companion Zabu strikes while they're down. _

_As Zabu launches itself at one Frost-Man, it's taken by surprise as its fallen prey quickly recovers, grabs Zabu and throws it with great force into the remains of a frozen jeep. _

**Ka-Zar:** ZABU!

_The S.H.I.E.L.D. trainee rushes over to his friend and is relieved to see that the sabretooth tiger is still breathing but injured. Ka-Zar lifts Zabu onto his shoulders as Agent Venom provides covering fire with his shoulder missiles._

**Ka-Zar:** I must get my friend to safety!

**Agent Venom:** Not … gonna … be … easy!

_As a few Frost-Men began to encircle around the heroes, they suddenly find themselves being engulfed by flames. The heroes look up to see Johnny Storm, along with the inhuman Inferno, Wiccan and to everyone's surprise … Ghost Rider, racing over to the front lines to aid the troops._

**Johnny Storm:** Heads up guys … the fireworks are here!

**Ghost Rider:** The … heat … is … on.

* * *

**Parker Industries **

_On the rooftop of his multimillion-dollar tower, Spiderman looks out onto the city around him, watching buildings burning and the sound of shell fire echoing in the distance. He stood quietly on the edge of the rooftop before looking up to see more Mongo transports descending from the skies and towards the city. Calmly, he activates his comm-link and sets up a conference call with himself and the rest of the League._

**Spiderman:** Its time … good luck everyone.

* * *

**A/N: Comment and Review.**


	26. Artful Deception

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 25: Artful Deception**

**Mongo Warship "Serpinator" – War Room**

_From the very moment the invasion began; The Supreme Commander of the Mongo Military, General Kala, hadn't left her command station for any reason. Surrounded by holographic images of the continuing battle between her forces and the surprisingly stubborn might of the insignificant planet Earth, the General multitasked several commands from her station while simultaneously calculating and implementing strategies for every possible scenario her troops have come across._

_To the Mongo officers stationed around the war room, the General seemed to be on top form. The way she elegantly guided her arms across the holographic images; bringing them into sharp focus, enhancing frames to gain a closer prospective and quickly disregarding them after deciding on a course of action. She looked like a maestro of war, conducting her influence on the ongoing invasion. _

_However, unknown to her subordinates, the Generals mind and attention was being pushed to her limits. Never before had she faced a force so diverse and spontaneous in their tactical strategies, not even against her campaign against the Kree Empire, was she forced to abandon and adapt new tactics in split second decisions in order to stay in the fight. General Kala nearly even slipped up a few times; once or twice she almost gave the wrong commands to the wrong units that would have cost the invasion effort greatly. _

_The invasion started off well, after the successful capture of the human dreadnought "Damocles", she was able to press her attack forward to get her troops on the ground. However, after turning the ships main weapon against the Xandarian forces, their leader; Nova Prime, flew headfirst into the cannons barrel just as it was about to fire and used his power to destroy the Damocles. Fortunately, most of the boarding parties had evacuated earlier, leaving behind only a small skeleton crew to operate the cannon. _

_With the human dreadnought gone, the only major obstacle left was the space station orbiting the planet. However, the planets unique warriors … these "superheroes" that they apparently call themselves, are proving to be a major irritant for the General. Because of them, it's been impossible for her snub fighters to get close enough to attack the station directly and due to the impressive power of the Supernovas, it is difficult for her armada to advance forward without sustaining heavy damage. _

_While lost in her tactical mind, one of her officers' approach her. At first the General didn't acknowledge the female officers' presence, so she attempted to gain her attention by addressing the General directly. However, it was known that the General prefers to never be disturbed while she's at her station and was severally harsh on those who disobeyed. So when the officer spoke, all she could muster was a weak mutter._

**Mongo Officer:** General?

**General Kala:** …

**Mongo Officer:** General?

**General Kala:** …

**Mongo Officer:** General?

_The black cladded commander rounded on the young officer, nearly making jump in fright._

**General Kala:** What is it?!

**Mongo Officer:** You … you have … an…

**General Kala:** Lieutenant! You will address me clearly and dutifully, unless you wish to be cleaning the ships missile bays for a month.

_The young officer swallowed her throat and took a deep breath before continuing._

**Mongo Officer:** My apologies General; but you have an urgent communication from the Ajax.

**General Kala:** The Ajax?

_The General sighed in frustration and turned back towards her station._

**General Kala:** Put him through.

_The officer saluted and returned to her post as the General cleared away her holo-screens and waited for the communication link to be set up between herself and possibly her second least favourite being in the entire empire. When the link was ready she activated it and a holographic image appeared._

**General Kala:** _**Nemsis**_ … to what do I owe this pleasure.

**Grand Admiral Nemsis:** General, how fairs you campaign against the Earthlings?

**General Kala:** Do not waste my precious time with your mockery! Now what do you want?

**Grand Admiral Nemsis:** Am I to understand that you have only managed to secure your advanced force on the planet's surface. While the remainder of your fleet is being held back by Earth's defences … partially the Xandarians.

**General Kala:** You overstep your authority Nemsis.

**Grand Admiral Nemsis:** Correction my dear, I am under the authority of the Emperor.

**General Kala:** What?

**Grand Admiral Nemsis:** The Emperor has brought me here from the outline regions, in order to provide my expertise to your efforts.

_The General clenched her fist in an effort to hold back the desire to inform the Grand Admiral exactly what she thought about his expertise. But she refused to give him the satisfaction of seeing him get under her skin._

**General Kala:** I have the situation well in hand.

**Grand Admiral Nemsis:** Our Master doesn't think so; your ground forces will prove ineffective if you cannot supply them additional reinforcements. In order to do that you have to breach the Xandarian blockade, and I know the Xandarians very well indeed.

**General Kala:** What are you suggesting?

**Grand Admiral Nemsis:** Order your fleet to cease fire against Earths forces. Call back your fighters to protect your fleet, then order your left flank to split off and…

**General Kala:** I will not divide my forces…

**Grand Admiral Nemsis:** Do it! But more importantly, make it obvious enough so that the humans see you doing it.

**General Kala:** They'll think we're retreating.

**Grand Admiral Nemsis:** Draw out as much of their forces away from the main blockade to allow my forces a clear path to the Xandarian frigates. From my understanding of what I studied from humans in the Nova Corps; they will not hesitate to "chase you out of their yard".

**General Kala:** And the Nova Corps?

**Grand Admiral Nemsis:** Leave them to me.

* * *

_For the last hour, the space battle around Earth has been turning in favour of the planets defenders. Even after the loss of the Damocles; the heroes, along with their villainess allies have managed to hold off the forces of Mongo._

**Iron-Man:** I have three bogies in my sight.

_The Iron Avenger waits until he gets a clear shot; the fires three homing rockets from his shoulders and destroys them with ease. But before he could stroke his own ego, several more fighters show up behind him and turn the tables, firing their turbo lasers at him and forcing him to take evasive manoeuvres._

**Iron-Man:** Hey! Mind the suit, I just painted it!

_He continues to avoid the incoming fire until both War Machine and Beetle position themselves behind the snub fighters._

**War Machine:** I've got you covered Tony.

_He and Beetle open fired and destroyed their targets, leaving Iron-Man clear_

**Iron-Man:** Always knew you'd have my back … Beetle … not so much.

**Beetle:** …

**War Machine:** I think he said "your welcome".

**Iron-Man:** I'll take your word for it.

_The three armoured defenders stop in the mist of pace for a moment to evaluate the ongoing battle, while at the same time firing repulsers at all incoming fighters that tried to get close._

**Iron-Man:** What's our statues?

**War Machine:** We've lost 60% of those Hammer drones, S.W.O.R.D. and Xandarian forces are holding strong but we don't have the strength to push these guys back.

**Iron-Man:** That's what the Supernovas are for, they go after the dreadnoughts and…

**Beetle:** Over there.

**Iron-Man:** He talks?

**War-Machine:** Tony!

_Iron-Man looks over to what his comrades are gesturing towards; seemingly the Dreadnoughts of the Mongo fleet had stopped firing, while at the same time their fighters started falling back towards them, as if providing cover against the Supernova offensive. Next the heroes watched as numerous Mongo frigates and dreadnoughts started to brake off from the main fleet and altered their course away from the planet. _

**War-Machine:** What are those ships doing? Why aren't they attacking anymore.

**Iron-Man:** Don't you see; they're about to turn tail and run, the fighters are providing cover for the larger vessels to escape.

**War-Machine:** You sure about that?

**Iron-Machine:** No doubts … the only question is; do we let them go or finish them off?

_Before War-Machine could respond, Beetle, along with several Hammer drones fly off in the direction of the fleet._

**Iron-Man:** I guess that's his answer.

_The two armoured heroes chase off after Beetle to join up with the Supernovas as they continued their assault on the fleet. One of the Supernovas; Phlish … a blue starfish-like being, had broken through the hull of one of the larger dreadnoughts and began destroying it from within. As it destroyed the ships main reactor, the resulting explosion had heavily damaged several surrounding frigates in the fleet. Meanwhile both Supernovas Carrie and Z'zz held off waves of incoming Mongo snub fighters, until Nova Prime flew in amongst the fighters and let lose his signature attack; the Nova flare. And explosion of energy so massive that it wiped out hundreds of fighters in the blink of an eye._

**Supernova Carrie:** My Prime, the enemy is retreating. Victory is in our grasp.

**Nova Prime:** No … somethings not right. I've never seen the Mongovians retreat so easily. Their up to something…

**Nova Centurion:** _"My Prime … this is the __**Noble Watch**__; we have several ships dropping out of hyperspace". _

**Nova Prime:** How many?

**Nova Centurion:** _"One dreadnought and 3 attack frigates."_

**Nova Prime:** Only one dreadnought? How could they hope to…?

_The Nova Corps leader's eyes shot open as a most terrifying thought came to him._

**Nova Prime:** Centurion … identify that dreadnought, now!

_It took a minute or so for the Centurion on-board the Noble Watch to scan the Mongo Dreadnought and report his findings back to Nova Prime. However, the Centurion knew that the young Prime wasn't going to be pleased with them. _

**Nova Centurion:** _"My Prime … its … it's the __**Ajax**__!"_

**Nova Prime:** Nemsis!

* * *

**Mongo capital ship "The Ajax" – Bridge **

**Mongo Officer:** Sir, I've ordered the attack frigates on amber alert … shall I order them up to red?

**Grand Admiral Nemsis:** Not yet … we should still have a few minutes.

**Mongo Officer:** Admiral, shouldn't we be…?

_Before the officer could finish, he was cut off by the senor alarm echoing around the bridge. This normally would have put the officer on edge if it wasn't for the calming demeanour that the Grand Admiral held as he activates the tactical station built into his command chair. As several holo-screens appear around the Admiral, he glances over to address a nearby ensign._

**Grand Admiral Nemsis:** Report ensign.

**Mongo Ensign:** Sir, we're under attack. Sensors are picking up at least 3 wings of Star Blaster snub fighters in V formation advancing towards our frigates vector. There's one more vessel too heading up their forces.

**Mongo Officer:** What class?

**Mongo Ensign:** It's an M-Ship sir … we have it registered as the _**Milano**_.

**Mongo Officer:** The Guardians of the Galaxy… step up to red alert, prepare all frigates to form up ahead of the…

**Grand Admiral Nemsis:** Belay that order … have all bomber crews to their stations, activate the Ajax's' forward deflector shields and bring full power to the engines.

_These orders took the officer a little by surprise and took him a few moments to realise what the Grand Admiral was planning to do. _

**Mongo Officer:** Admiral, you don't intend to send the Ajax head first into the blockade?

**Grand Admiral Nemsis:** That is exactly what I intend, but first; order the 3 nearest sentry fighters to engage the Star Blasters.

**Mongo Officer:** Err … yes sir.

_After giving the order, the Admiral leaned forward in his chair, looking carefully at holo-screen as it depicted his fighters on route to the Xandarians. He studied the movements of the Star Blasters closely as they shifted in response to his opening move and destroying two of his fighters. _

**Grand Admiral Nemsis:** Excellent! Order the remaining fighters to pull back and send out the sector 3 line out to scramble the Xandarian ships vector.

_Once again the Admiral watched as the icons on the holo-screen that represent his forces engaged the enemy, and it didn't take long for the tight formation of the Star Blasters to fall apart and result to sloppier and basic manoeuvres._

**Grand Admiral Nemsis:** Perfect, now order them to disengaged and to reform with our attack frigates as they engage the blockade from sector 4.

**Mongo Officer:** But that will leave the Ajax exposed on our port side!

**Grand Admiral Nemsis:** Watch and learn, now … full speed ahead.

_The Officer was bewildered by this risky gambit, but he knew his place. The Ajax was now heading straight for the blockade protecting the planet. It didn't take too long for the Star Blasters to abandon their pursuit of the rest of the Mongo forces and redirect their attention towards the Admirals now venerable vessel. _

**Mongo Ensign:** Sir, enemy fighters inbound.

**Grand Admiral Nemsis:** Everyone to their battle stations. No matter what happens, keep the Ajax on course.

_Moments later, waves of Star Blaster, including the Milano had open fired on the Ajax. However, since this is the personal flagship of the commander of the entire Mongo navy, it had better defences and weapons than any other ship in the fleet. No matter what they tried, the Xandarians snub fighters could do little damage to the Admirals ship. _

**Mongo Ensign:** Sir, the fighters are doing minimum damage.

**Grand Admiral Nemsis:** They failed at being the unstoppable force … now they'll switch to being immovable objects.

_Though the Mongo officer at the Grand Admirals side has served with him for years, it still chills him to his core whenever the Admirals predictions are proven right. The remaining squadrons of Star Blasters had abandoned their frontal assault and instead began to form up ahead of the Ajax and started linking up with other adjacent fighters to create an energy barrier, large enough to blockade the Ajax from advancing any further towards the planet. _

**Mongo Ensign 1:** Admiral, the Nova Corp has the Ajax enveloped by their energy barrier.

**Mongo Ensign 2:** Admiral, our sensors are showing the entire Xandarian blockade getting ready to open fire on its position.

**Grand Admiral Nemsis:** Finally, … we have their full undivided attention. Shields at maximum!

**Mongo Officer:** Sir, the ship cannot repel fire power of that magnitude for much longer. Every gun in the blockade is about to fire.

**Grand Admiral Nemsis:** Precisely; when one focuses too much on the left hand … you are oblivious to what the right is doing. Do you understand now?

_The officer was still lost as to what the Grand Admiral was hoping to accomplish. It wasn't until he looked at the Admirals tactical station and scanned the ongoing battle that he finally noticed a small cluster of icons on the display that were being ignored by the Nova Corps. _

**Mongo Officer:** The frigates! Our bombers! But … surely they won't be fooled by such a simple manoeuvre?

**Grand Admiral Nemsis:** Not only will they be fooled by it; they will be utterly destroyed by it. Order our frigates in sector 4 to launch all bomber squadrons and sweep around to attack the blockade vessels … on their now exposed blind side.

_The Mongo officer watched in awe as the icons representing the launched bombers began moving towards the blockade with little to no resistance and engaged the Xandarian frigates._

**Mongo Ensign 1**: Sir, the Nova Corps ships are now under heavy attack; 2 … no 3 … correction, 5 frigates have been destroyed.

**Mongo Ensign 2:** Admiral, the Star Blasters have started breaking away from us to aid their comrades but our fighters are cutting them down.

**Mongo Officer:** First you manipulated the Xandarians into giving you a clear course to the blockade. Then led the Ajax in, to draw attention away from our frigates so they can position themselves on the blockades blind side. Our bombers then smashed opened the blockade before they knew what hit them because they were so focused on you … ingenious sir.

**Grand Admiral Nemsis:** Of course; As I told General Kala … I have achieved an infamy amongst the Xandarians, they couldn't possibly resist the opportunity to strike at my flagship. But if they had succeeded … that's all they would have destroyed.

_Pleased with the successful execution of his deception, the Admiral lets a small grin escape across his mouth. _

**Grand Admiral Nemsis:** Lower the ships clocking field and signal the rest of the attack force on our position. Then signal the good General to continue with her efforts.

_If there were any Nova Corps survivors from the blockade, they would be wallowing in despair after seeing the dreadnought that the Grand Admiral was actually stationed on de-cloak and advance on their possession, at the head of a large attack force now dropping out of hyperspace and with no further resistance to stop them._

_Meanwhile back at General Kala's fleet; Nova Prime watches in horror as the Xandarian blockade is decimated by the Admirals forces. He would have gone to help if it wasn't for the Mongo forces overwhelming his comrades and fellow Nova, including his wife Carrie. After taking down numerous fighters, Nova Prime activates his communicator and desperately tries to reach someone at the blockade._

**Nova Prime:** This is Nova Prime, can anyone read me … anyone … anyone!

**Rocket:** _"Kid!"_

**Nova Prime:** Rocket, what happened?!

**Rocket:** _"Came out of nowhere … the Milanos hit badly … Everyones … gone"._

**Nova Prime:** Just hold on, I'm on my way…

**Rocket:** _"That's a negative … we're going down planet side … sorry kid … on your own … good luc…"_

_The transmission was cut off and nothing but static is now emitting from his communicator. Despite being amongst a space battle, he watches silently at the Mongo fleet taking position across his home world. Suddenly Nova Prime hears a voice coming from his communicator and raises it up to listen to the transmission coming through. _

**Commander Brand:** _"This is Commander Brand of S.W.O.R.D. transmitting on all frequencies. The blockade has been breached … repeat, the blockade has been breached. Only Peak station is left but I don't know how much longer we can hold out … Mongo forces are already heading our way. We need immediate support … repeat, any meta-humans or Nova Crops personnel, we need immediate support…"_

_Nova Prime turned off his communicator just as one of his Supernovas … Phlish, swooped down beside him and spoke to him in what sounded like gargles and whistling. _

**Supernova Phlish:** (Inaudible alien dialect).

**Nova Prime:** We've were duped.

**Supernova Phlish:** (Inaudible alien dialect).

**Nova Prime:** No, send word to the others to regroup at the Peak. If it falls … then so does Earth.

* * *

**New York City – Parker Industries**

_Spiderman and his team have been fighting Mongo droids and shock troopers that have been landing throughout the city. Unfortunately, the Web-heads idea of using hero/villain structures as targets to attract invading forces into fighting at predetermined fortified positions proved to be more effective than first anticipated. For the last hour, the Parker industries tower has been swamped with Mongo forces. Down on ground level; Absorbing Man, Domino and several platoons of Bpaa Thap soldiers are holding ground against the invaders, with the support of some of the buildings outer defences. While up on the rooftop of the building: Spiderman, along with White Tiger and New Goblin are fighting Mongo droids that have climbed up the side of the building and even some Hawk-Men that have broken off from the battle above._

_Spiderman fires a web-line at a droid and spins it round to knock several droids of the edge of the building before leaping off the ledge to kick a Hawk-Man in the air. He then web-zips over to another Hawk-man, then to another and another, until he knocked several out of the air and landing back down on the rooftop. He glances over to White Tiger and watches her slice through several droids with her razor sharp claws. He knew that he shouldn't keep distracting himself over her in the middle of a fight, but he couldn't help it since he knows that his baby is now growing inside her._

_**(Spiderman) Can you really blame me! I can't help it now. It's my responsibility to keep her and the baby safe despite what my wife says. I mean between you guys and me; I've noticed that she's not as fast as she usually is and has had a few close calls so far so I need to be… SPIDEY SENSE!**_

_He turns round on the spot only to shield his eyes from an explosion. As the smoke settles, he looks down to see the remains of several Mongo droids that apparently had tried to surprise him. Spiderman then heard the sound of a familiar engine getting closer, so he looks up to see his "friend" and teammate New Goblin hovering above him, throwing and catching one of his pumpkin bombs with his hand._

**New Goblin:** You know… your little "spaced out" moments are going to get you killed.

**Spiderman:** I take that under advisement … thanks.

**New Goblin:** You're welcome, nobody gets to kill you … except for me.

_Before Spidey could respond, New Goblin flies away to engage with more Mongo droids making their way up the side of the building. _

_**(Spiderman) Ever have that feeling something ominous is about to happen? Yeah I thought so.**_

* * *

**A/N: Comment and Review; hope you liked this chapter, went for a more tactical viewpoint than boots on the ground**__

**Thanks**


	27. SMITE the Wicked

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**A/N: Hey guys, I just wanted to say thanks for your support and patience. I just wanted to let you all know that the reason this story is taking longer than my previous ones is because there have been recent changes in my life, resulting in me not able to dedicate the same amount of time to this story than the others. Rest assure i am going to finish this story (even if it kills me) but i just wanted to give you guys a little update regarding the slow process. **

**And with that out of the way ... please enjoy. **

* * *

**Chapter 26: SMITE the Wicked**

**Bangalla – Bpaa Thap Headquarters – Day **

_Ever since the start of the Mongovian invasion; Nick Fury, the Director of S.H.I.E.L.D. and acting Supreme Commander of the Earth defence forces, has found himself feeling grateful towards Spiderman and his League as the island of Bangalla has proven to be the perfect command centre to work from. As the Web-head promised, It's secret and isolated location, along with the island security measures has successfully shielded it from the eyes of the enemy._

_From the HQ's command centre, Director Fury has been helping to coordinate the war effort with other commanders worldwide, by providing information and tactical support to forces all across the globe. However, things had taken a turn for the worse ever since the Mongovian fleet broke through the Xandarian blockade. _

**Director Fury:** Red Guardian, what's your status report?

**Red Guardian:** _"We're taking heavy losses … The Winter Guard was pinned down in St Petersburg for too long, but we've managed to break through their forces. Now we're aiding our forces in Moscow, if not for the weapons you've provided, our military wouldn't have lasted this long."_

**Director Fury:** I'm sending you our latest intel on the Mongo invasion; several new creatures have been reported in New York, London and Wakanda, so be ready."

**Red Guardian:** _"Thank you Director, over and out."_

_He ended the communication just as Moonstar approached him with a data pad in hand._

**Director Fury:** Miss Moonstar, what do you have for me?

_She hands the pad over to him._

**Moonstar:** It appears our forces in Europe are holding their own, reports from Berlin and Paris suggest that the Mongovians sent in insufficient numbers to gain a proper foothold. The same can be said for Australia, China and other parts of Asia. The Mongovians have taken control of South America, the Commonwealth and most of Eastern Europe but they're locked in a ground war against the Doominian. Apart from that, the enemy's efforts are mainly focused in North America.

**Director Fury:** Any more updates from our forces there?

**Moonstar:** Most of the major cities on the east and west coasts are still in our control, but with the blockade broken, the Mongovians are getting a steady supply of reinforcements. Overall, the military and Bpaa Thap forces are holding their own … but our forces fighting in New York is being hit the hardest. That's all we have so far.

_The Director noticed the change of tone in Moonstars voice as she said that last part. He looked up at her and could tell that she was trying to hide the worried expression she had, fortunately he had been in this game long enough to recognise it when he saw it. So just before she was about to turn away, Fury placed a comforting hand on her shoulder, which made Moonstar look right back at him._

**Director Fury:** There going to be ok, Iron Fist and your sister … I know those two; he's too good a warrior and she's too stubborn.

**Moonstar:** Thank you, sir.

_As if on cue, another message came through on a holo-screen. Both Fury and Moonstar turn to face the image of Falcon, his armour battled worn and damaged … while carrying what seemed like the severed head of the Vison in his hands. _

**Falcon:** _"Command, this is Falcon. We've lost Astro-Carriers Beta and Zeta … Delta is under heavy fire and our forces are depleting fast. We need reinforces now or we'll get overrun."_

**Director Fury:** We're spread thin all over the place here; we don't have the numbers to redirect to your location.

**Falcon:** _"We don't have the numbers to push these guys off world."_

**Vison:** _"Director Fury, giving the recent increase in Mongo reinforcements and strain on our own … probability of S.H.I.E.L.D.s SMITE protocol making a difference has risen to 78%. Activation is highly recommended."_

**Director Fury:** How did you find out about that?

**Moonstar:** What's the SMITE protocol?

**Director Fury:** It's an old contingency plan thought up by the World Security Council years ago that was to be used as a last resort for desperate scenarios. A unit of the most powerful but unstable beings on the planet; Inhumans, Meta-humans and even Omega level mutants that have the power to eliminate any threat. S.H.I.E.L.D. had compiled a list of potential candidates before the invasion hit.

**Moonstar:** Did you inform the League of this protocol?

**Director Fury:** Yes, and we managed to recruit several members in time. We planned to only use the SMITE protocol as a last effort, if the invasion turns against us.

**Moonstar:** Well, I think that time is now. Falcon's right, we don't have the numbers to push the invaders back and at the rate we're going we'll lose the planet for sure.

**Vison:**_ "Director, if there is ever a time to use it … its now."_

_Fury stepped away for the monitor for a moment to collect his thoughts, weighing the pros and cons of this choice as Moonstar watched in anticipation. It didn't take long however for the Director of S.H.I.E.L.D. to reach his decision, he raised his hand up to activate his wrist communicator._

**Director Fury:** This is S.H.I.E.L.D. Director Nick Fury; authorising activation of the SMITE protocol … authorisation code; Gamma 12.

* * *

**Moscow – Russia **

_Unlike their Allies in America, whom had to battle the Magma and Frost-Men, the Russian military had to fight against strange war-beasts in the first wave. Soldiers stationed in the countryside had reported being engaged by Mongo troopers mounting large Bear-like creatures that can easily navigate across the harsh environments of the county. These "Urso" were even strong enough claw their way through the outer hull of tanks and practically rip them apart. The combined power of these Urso riders and the ape-like Orangopoids were enough to push the Russian army back towards the major cities, even before their reinforcements had arrived. _

_Amidst the chaos erupting within the world famous Red Square; Red Guardian, along with his Winter Guard and a battalion of Russian troops, struggle to halt the advance of the Mongo army. As the soldiers use the high vantage points from surrounding buildings, and cover from abandoned vehicles to pick off Mongo troops, The Winter Guard are neck deep at the front of the fighting. Red Guardian and Major Ursus are both engaging the Mongo troopers while Dark Star uses her energy blasts to shoot down as many Hawk-Men that she encounters. Meanwhile Radioactive man and Crimson Dynamo take on the savage Orangopoids tearing apart the square._

**Red Guardian:** Don't let up comrades! Fight on!

_They continue to fight on despite the growing numbers against them, more and more Mongo reinforcements keep arriving and eventually start overrunning the square. However just as Red Guardian was about to give the order to fall back, something struck the ground amongst the Mongo forces from up above and the resulting impact created a shockwave that almost tore apart the surrounding area._

_As the dust settled, the Winter Guard looked out onto the newly created crater in the square and saw a single figure standing in its centre. Whoever this stranger is, he wore a black costume with white stripes and even through the cloud of dust still surrounding his team, Red Guardian could see the faint blue glow of an antenna on the figures forehead._

**Radioactive Man:** Is that who I think it is?

**Dark Star:** It can't be…

_Suddenly a flash of light emitted from behind them and the Winter Guard turn around to see the entire House of Agon, better known as the Inhuman Royal family, standing before them._

**Medusa:** Greetings … our King was asked to assist you here by our mutual friend … Nicholas Fury. However, I refused to let my husband come alone.

_Still surprised by this turn of events, Red Guardian turned back towards the crater to see Blackbolt singlehandedly fight off a dozen or so Orangopoids that tried to charge at him. He then turned to his fellow teammates._

**Red Guardian:** Winter Guard, lets show our new comrades how we Russians fight!

_With a cheer, the Winter Guard along with the Inhumans charged across the crater to join Blackbolt in the fight for Earth. It didn't take too for the Mongo invaders to start getting pushed back from Moscow, and soon enough warzones started to see similar results._

* * *

_In Europe; the combined efforts of S.H.I.E.L.D., S.T.R.I.K.E. and the Bpaa Thap were able to keep the Mongo forces at bay, but it wasn't until the arrival of Hercules and Scarlet Witch were they able to turn the tables. Even in New York; Doctor Strange was able to put his powerful magic to use by creating a magical barrier around the city, cutting off further reinforcements to the Mongo. While also providing protection to the military and other heroes against the Frost and Magma-Men. _

_But it wasn't just on the ground that things started to turn in favour for Earth. Though the Hawk-Men provide to be a dangerous force to reckon with, Falcon and his remaining S.H.I.E.L.D. forces continued to fight on. On the flight deck of Astro-Carrier Delta, Falcon has found himself on his back, exhausted from battle and with the blood thirsty Vultan standing over him with his axe raised up high._

**War-Chief Vultan:** Die! You insufferable human!

_He swings his giant battle axe down at Falcon, who manages to roll away in the nick of time to hear the impact of the axe ripping through the ship's hull. When he gets far enough away, Falcon gets up on his knees and faces the Hawk-Man as he struggles to remove his axe. Taking advantage of this, the Avenger fires the last of his wing shards, but Vultan quickly uses his own wings to block the attack and with one last feat of strength, manages to pull his axe from the hull. _

_The towering Hawk-Man slowly walked toward Falcon, scraping his axe against the hull while the Avenger estimates his chances. He was out of ammo, the armour is badly damage and he was physically drained from the blows he had taken from this behemoth, who didn't seem tired in the slightest. As he reached the kneeling Avenger, Vultan was once again surprised by his opponent's resilience as Falcon tried to uppercut the Hawk-Man. However, he was so weak and slow that Vultan caught Falcons arm and swung him over his head and slammed him against the hull of the ship. _

**War-Chief Vultan:** You are resilient; I'll give you that. More than that metal winged fool and that bright coward. Your head will prove a fine trinket in my collection.

_Once again, Vultan raises his axe for the finishing blow. But then suddenly Falcon receives a reading from his visor and then started to feel his body get very warm in a matter of seconds._

**Falcon:** Is it me … or is it getting hot out here?

_Though puzzled at first by his opponent's remark, it didn't take long for Vultan to start feeling the heat in the air around him. He took a moment to look around but then all he could see was enormous flames engulfing the entire ship and most of the nearby sky. Hawk-Men were being burned left and right and were forced to fall back from the Astro-Carrier. The flames continued to expand without damaging the ship and soon morphed into the form of a giant bird, looking down at the two tiny beings beneath it._

**War-Chief Vultan:** By my beak!

**Falcon:** Is that … Phoenix?

_The entity let lose a defining screech as flames streamed from its body and destroyed numerous nearby Mongo vessels … and narrowingly singeing the hulls of friendly ship like the Quinjet and Smashers jumpjet._

**She-Hulk:** _"What are the X-Men thinking? I thought they couldn't control that thing."_

**Black Widow:** _"Jean Grey has been working hard to control the Phoenix inside her. Although she can't control it completely, it's possible for her to tap into some of its power without losing herself in the process." _

**She-Hulk:** _"Well then ... let's help her serve up some barbequed wings or our goose is cooked."_

**Black Widow:** _"…. Really?"_

* * *

**S.W.O.R.D. Space Station "The Peak"**

_Meanwhile, back up at the Peak station, S.W.O.R.D. forces continue to resist the onslaught from Grand Admiral Nemsis. With his dreadnoughts now in control around the Earth's orbit, it's been close to impossible to stop General Kalas transports from getting to the planet's surface. Not that Earths defenders have much of a choice, currently most of their efforts have been directed towards defending the Peak space station. _

_With the recent decimation of the Xandarian blockade, the Peak is now the only remaining foothold that Earths defenders have left. Although heavily armed, it was thanks to the assistance of the Supernovas and various surviving heroes that the station has lasted as long as it has._

**Commander Brand:** Damage report!

**Agent Joe:** We're gettin hammered fea all sides, ba big bastart guns … there, that's ma bloody report!

**Agent Anthon:** She wants details, haggis breath!

**Agent Joe:** Whit more do ya need?

**Commander Brand:** ENOUGH!

_A second later, another shock wave shook the station, nearly knocking everyone off their feet. However, the S.W.O.R.D. commander could sense that something was more to that shake, it didn't feel like a blast impact to her._

**Commander Brand:** DAMAGE REPORT NOW!

_The two S.W.O.R.D. agents got back up to their stations and looked at their monitors._

**Agent Joe:** Ah shite!

**Commander Brand:** For god's sake, in English please.

**Agent Anthon:** The enemy have destroyed another stabilising engine, if we lose one more the station won't be able to remain in orbit.

**Agent Joe:** If I may reiterate … ah shite!

**Commander Brand:** For once I agree with your estimation.

**Agent Anthon:** We may have to… wait, hold on a sec. Commander, there's something coming up on our sensors.

**Commander Brand:** I.D.

**Agent Anthon:** Hard to say … but there's two of them.

**Commander Brand:** Friendlies?

**Agent Anthon:** Possibly, they're coming up from the planet's surface.

* * *

_Back out in the space battle orbiting the planet, the admiral's ships now find themselves under attack by a new threat. The Mongo dreadnoughts are now taking heavy damage and even being torn apart with ease. As Nova Prime investigates with Iron-Man and Carrie, they soon witness the amazing power of the Asgardian god of Thunder; Thor, tears through the hull of Mongo dreadnoughts with his hammer Mjolnir. But fighting alongside him was another man wearing a red and blue, caped costume and blasting Mongo vessels with powerful energy attacks._

**Nova Prime:** Thor?! Nice of him to finally join... Who's that?

**Iron-Man:** Wendell Vaughn … calls himself Quasar. Well it looks like we've got the extra muscle we've been needing. Let's go back on the offensive!

_The Iron Avenger blasts away to leave Nova Prime looking on at the devastating power that these two beings care unleashing._

**Supernova Carrie:** My Prime, with these two on our side, we might just win the day.

**Nova Prime:** Maybe … but only if we take out their leadership too.

**Supernova Carrie:** What are your orders?

**Nova Prime:** Gather the remaining Supernovas … we're going after Nemsis.

* * *

**Mongo Mother Ship "The Emperors Reach" – Jupiter's Orbit**

_Ever since the start of the invasion; the Emperors flagship has been stationed around the largest planet in the system, fully cloaked and monitoring the war effort from the start. Up in the ships observation dome, the hooded Emperor sits on his throne while surrounded by holo-screens, watching the invasion of the planet Earth unfold at his leisure. _

_For the most part he found the fighting spirit of these humans to be most entertaining. After watching how they were able to hold off his forces for as long as they did, he was now beginning to understand how they were able to fight his army off their world the first time. These humans weren't as conformed or single minded as the other races he had encountered, they possessed a quality that he rarely sees … imagination, thinking outside the norm so that they could adapt and survive under the harshest of conditions. But even though the people of this world has earned his attention and dare say, his amusement, it didn't take too long for them to earn something else … his contempt. _

_The Emperor was beginning to realise that this little diversion from his ultimate plan had gone on long enough. His forces were beginning to look like fools, his empire was being undermined by a backwater little planet in the middle of nowhere. He had always considered the Empire as an extension of himself, so if the Empire looked weak … he'd looked weak. The Emperor couldn't allow that. _

_While he was still looking at screen, showing his forces being overrun by green robots, he heard the distant noise of the turbo lift behind him opening. Without turning round he listened to the sound of his Honour Guards stationed at the lift kneeling suddenly and the gentle footsteps, gracefully walking up to the back of his throne. _

**The Emperor:** Have you forgotten your etiquette? it is expected to announce yourself when entering into my presence.

**Princess Aura:** Is that really how a father should greet his daughter after a long absence?

_At this the Emperor turns his throne round and stands to his feet to face his daughter and gives her a long, penetrating stare. While his Honour Guard once again drops to their knees, the Princess however is not fazed at all and continues to give him a look of her own, as if saying "I'm waiting for your answer"._

**The Emperor:** Of course not.

_He offers his right hand to her and she takes hold, bringing it up for a kiss before guiding it to her cheek for him to caress._

**The Emperor:** Welcome home, my daughter. I trust your trip was satisfying?

**Princess Aura:** I suppose so, I manage to acquirer an interesting specimen when I hunted down the Kree Supreme Intelligence.

**The Emperor:** Don't you always?

**Princess Aura:** Quite … But I do find it strange to find you here father, I would have thought you would have dominated this world by now.

**The Emperor:** These creatures have proven to be a most … resilient breed. I'm beginning to understand why the Galactic Council decided to keep their distance from the world. From what I have learned from the Shiar Empress; the Kree, Skrull, Phalinx and several others have made attempts to claim this world ... all have failed.

**Princess Aura:** Who do you have leading the attack?

**The Emperor:** General Kala and Admiral Nemsis.

**Princess Aura:** Those pompous buffoons? Father, send me. You know how much our forces rally when they see me on the battlefield.

**The Emperor:** Which is exactly what I intend to do; gather your finest guardsmen and make for the planet's surface. Show them the true folly for defining me … and prepare for my arrival.

**Princess Aura:** Of course father.

_She turns and walks back to the turbo lift. As she enters, she heard the Emperor call to her so she faces him._

**The Emperor:** And my dear … have fun.

_He caught the sight of his daughters menacing grin across her face just as the turbo lifts doors close. He then turned to his throne and pressed button on the armrest console, that activated a comm-link to somewhere else on the ship._

**The Emperor:** Commander … have someone ready my armour, I wish to see the might of this world for myself.

* * *

**A/N: Comment and Review **


	28. Fallen Stars

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 27: Fallen Stars**

**Earth's Orbit**

**Thor:** FOR ASGARD!

_The God of Thunder charges power to his hammer and unleashes it upon a Mongo dreadnought, tearing it apart from within. However, the energy from Mjolnir created a chain effect that destroyed several more vessels. _

**Thor:** AH HA! More fall to the might of Mjolnir!

_As the Avenger cheers in celebration, a squadron of snub fighters swooped behind him and fired upon him. Thor easily avoided the laser fire and used his hammer to knock a few stray shots back towards the fighters, destroying a few of them while the rest were destroyed by Iron-Man and War Machine. _

**War Machine:** They don't seem to be putting up much more of a fight?

**Iron-Man:** We're starting to break their will; like the 300 Romans did to the Persians.

**War Machine:** Greeks Tony.

**Iron-Man:** History wasn't my favourite class…

_A sensor alert went off in Iron-Man's helmet as he heard the voice of his A.I. companion addressing him._

**F.R.I.D.A.Y:** _"Tony, incoming Mongovian fighters vast approaching. However, these ones are of a different design to ones previously registered."_

**Iron-Man:** Location?

**F.R.I.D.A.Y:** _"Sector 14.6 … E.T.A. 5 minutes and closing."_

_The armoured Avenger flew away to get a better view and began scanning the area that F.R.I.D.A.Y. mentioned. His sensors began picking up the fighters … 50 in total and heading for the Earth. They looked similar to the previous "Bat-like" designs, but sleeker and a blood red/gold colour scheme. They're flying in separate groups and in a V-formation with one group in the lead, and in the cockpit of this fighter groups leader; the Princess of Mongo calmly prepares herself._

**Honour Guard:** _"Viper 1, there's a lot of debris and wreckage in our flight path."_

**Princess Aura:** Confirmed … prepare for flight manoeuvre 4.6.9, navigate through and around the debris.

**Honour Guard:** _"Viper 1, several of this worlds defenders are still active in this vicinity. Instructions on engagement?"_

**Princess Aura:** Ignore … My father will address them; Viper 1 to all squadron leaders, initiate manoeuvre and head straight for the planet's surface.

_She activates her fighter's thrusters and sped off towards her destination, followed closely by the other squadrons. Meanwhile; Iron-Man, War-Machine, Thor, Quasar and Beetle form up and position themselves ahead of the space wreckage. Each one readies themselves for combat, but before they could unleash their might on the incoming enemy, they instantly disappeared from view._

**Thor:** What sorcery is this?!

**Iron-Man:** Not magic Thor … science, they're using their cloaking tech. F.R.I.D.A.Y., scan for heat exhaust and activate UV vision.

_The A.I. did as instructed and within moments, Iron-Man was able to once again to locate the fighters. However, they were completely avoiding the defenders, the fighters just flew up, over or around them and skilfully avoided the nearby debris._

**Iron-Man:** They're ignoring us?! Now that's just rude.

**Thor:** Cowards!

**War-Machine:** Tony, up ahead!

_He drew the heroes' attention towards the far edge of the battlefield. An enormous vessel, at least 100X larger than any previous Mongo dreadnought they've seen before, had come into view after dropping its cloaking field and was moving through the enemy fleet and towards the planet._

**Quasar:** They were holding that thing back all this time?

**War-Machine:** Tony, I don't know if we have the firepower to take that monster down.

**Thor:** Nay … I have slayed monsters greater than this vessel … like the Midgard Serpent or the Frost Giant Yimir.

**Iron-Man:** Thor's right, we've faced odds like this before … well…

_He turns to Beetle, who just gives him a blank stare._

**Iron-Man:** Most of us … I'd say we do a blitz run. Us and what forces we have left.

**Quasar:** What about the Nova Corps?

**Iron-Man:** You don't think they've noticed that thing by now? Trust me, they'll meet use there.

* * *

_The defenders then set off towards the Mongo mothership, blasting everything that tried to stop them. But the closer they got to the colossal sized ship, the closer they came into range of its powerful turbo lasers, now opening fire upon them. The group did everything they could to out manoeuvre and block the enemy fire, and eventually were successful in reaching their target. _

_Both Iron-Man, War Machine and Beetle began commencing bombing runs on the vessels turbo lasers while Quasar and Thor dealt with the ships key structural points like engines and launch bays. Any Mongo fighters that were nearby had attempted to shoot down the ships attackers, but they were easily dispatched. Unfortunately, due to the sheer size of the ship, it didn't seem like Iron-Man and the rest of them were doing much damage and the constant distraction from the fighters didn't help … at least at first._

_Not long after their attack began, the defending fighters were unexpectedly withdrawn, abandoning their battle against the heroes. At first this didn't concern them, but that was until the mother ships guns suddenly fell silent._

**Thor:** Our enemies are retreating! Onward friends, lets us show these cowards the might off…

_Suddenly a blast came out of nowhere to strike the Thunder God and send him flying into the hull of the mother ship. As an Asgardian, Thor is use to taking and shrugging off powerful attacks, however this time he struggles to lift himself into the space, his entire body felt like it was burning from the inside. But no matter the pain, this did nothing to squash his warriors spirit. _

**Thor:** Who dares … strike the son of Odin?!

_He looks about until he finally came face to face with his attacker. Hovering just above him was a being dawning a blue and gold body armour with engraved serpent-like "dragons" decorating around the arms and legs. Along with a flowing purple cape, he wore a decorative golden neck collar that covers his upper chest, shoulders and the large oval plate protecting the back of his neck. His face was hidden by a golden helmet with complete face mask that has engraved facial features._

**Emperor Ming:** Try not to damage my ship any further, I'm actually quite fond of it.

**Thor:** You … you are the commander of this vessel?

**Emperor Ming:** Commander … Emperor … God.

**Thor:** Many a foe has claimed the title of godhood … most are merely a fool!

_He raises Mjolnir over his head and charges it before throwing it at full force towards the Mongo Emperor. But to the Gods bewilderment, just before the hammer was about to strike, the Emperor knocked Mjolnir away with a single sweep of his arm. Before the Thunder God could even blink an eye, The Emperor had instantly closed the distance between them and punched the muscle bound Avenger clean in the gut, knocking him once again against the ship's hull._

**Emperor Ming:** Make that one more fool.

_The commotion attracted the attention of Thor's allies and they hurried over to his location, only to find the Thunder God imbedded against the wreckage of the ship and start pulling him up. _

**Iron-Man:** Thor! You ok big guy?

**Thor:** Stark … I've never felt … such power.

**Quasar:** Iron-Man.

_Iron-Man and the rest of the group turn to see the Mongo Emperor levitating himself closer towards them._

**Emperor Ming:** You know … I usually let my followers handle this kind of labour, they love trying to please me. But I must admit there's something thrilling when you do things yourself.

**Iron-Man:** Judging by that eyesore of that attire, I take it you're the head honcho here?

**The Emperor:** Head … Honcho?

**War-Machine:** So what do you think guys, if all 5 of us team up could we take him?

**Quasar:** This guy just floored Thor in one attack … that's what I think.

**War-Machine:** Err … Tony, you designed these suits for re-entry right?

**Iron-Man:** What are you implying?

**War-Machine:** Just double checking.

**Emperor Ming:** So are the Earths mighty defenders not going to advance? Very well then, I suppose I must wait a bit longer to see your worlds champions for myself … but until then…

_The Emperor vanished from sight and reappeared in the blink of an eye in front of War-Machine. Before the armoured hero could even think, Ming had punched clean through both his metal chassis and chest with one hand. War-Machine let loose an agonising and blood curdling scream as Ming lifted him above his head. _

**Iron-Man:** RHODEY!

**Emperor Ming:** I didn't get all dressed up for nothing.

_Iron-Man raised both his replusers, but Ming quickly threw the now dead War-Machine toward him, knocking him off balance. Beetle unloaded his full arsenal of weapons at his target, but Ming just stood his ground and took every missile and laser, completely unphased by the mercenary's efforts. When Beetles arsenal ran dry, Ming closed the distance between them in a second and grabbed the mercenary by the throat. With one quick flick of his thumb, Ming snapped Beetles neck and tossed his lifeless body into the void of space. _

_As Mings back was turned, Quasar fired a beam of cosmic energy at him. When the energy struck, it seemed to have little effect on the Emperor, but Quasar tried again and again until he unleashed a fully charged beam at him. However, Ming was able to block the beam with a single hand and the two of them held the connection._

**Emperor Ming:** You think yourself master of the power cosmic? I am the power cosmic!

_As the two of them continue their standoff, Thor had managed to recover and joins in, charging his lightning and using his hammer to direct it at the Emperor. Unfortunately, Ming just blocked Thors attack with his free hand and begun holding both heroes off._

**Emperor Ming:** Is this what I must force myself to contend with? An Asgardian fool and a cosmic pretender?

_While Ming is now holding off the pair of them, Iron-Man makes his way behind him and fires his chests uni-beam at the Emperors back. They continue with this standoff until Ming has had enough and unleashes an energy repulse that blasted Thor and Quasar away, but overloads Iron-Man's armour, damaging it severely and blasting him into space._

**Thor:** IRON MAN!

_Quasar manages to get up and in a blind rage, charges towards the Emperor. However, Ming was quick to react and merely raised his hand in order to unleash a burst of energy before Quasar got any closer. Within seconds of Mings attack striking the cosmic hero, there was a flash of light and Quasar, the cosmic powerhouse … was completely disintegrated._

* * *

_Meanwhile; Nova Prime and his Supernovas had abandoned their search for the Grand Admiral in order to reach the Mongo super dreadnought and continue the attack that Iron-Man and his team had started. However, their attention was soon drawn to the explosions occurring further up the ship's hull. The young Prime led his team towards the commotion and as the Nova's got closer, Nova Prime could feel the familiar residual energy of the power cosmic getting stronger. _

_He had never felt anything like this before, nothing this powerful and it frightened him that the Mongovians had something on their side that could produce such energy. But he couldn't think like that now, all he needed to know that his comrades were in the thick of it and he needed to reach them fast._

* * *

_Moments after Quasars death; Thor had continued his battle against the Emperor Ming. The Thunder God had managed to get in close and continuously swung his hammer at his opponent, but Ming easily avoided most of Thors strikes and the few times the hammer did make contact, Ming was able to shake the impact off. _

**Thor:** How … How can you withstand the might of Mjolnir?! Not even the fire demon Surtur…

_The Avengers frustration turned against him, making him lose focus long enough for Ming blind side Thor with an energy blast that knocked the Thunder God crashing down onto the ships hull, dropping his hammer in the process._

**Emperor Ming:** I am a force of nature unlike anything you have faced Asgardian. I was looking forward to turning my attention towards your home of Asgard after my conquest of this world … but if this is the best your people could muster…

_He slowly made his way towards the exhausted Thor as he lay on the hulls surface, before noticing his hammer just feet ahead of him. Smiling, the thought of dispatching his adversary with his own weapon was too amusing to pass up. Ming kneeled down to pick it up, but as he grasps his hand around its handle, he found himself unable to lift it off the ground … not even budge it slightly._

**Emperor Ming:** What … what trickery is this?!

**Thor:** Only … only the truly worthy … can lift Mjolnir. Not even … a being … of your "might" …

_Enraged, the Emperor abandoned his efforts and continued over to Thor, standing over him with his arm raised, preparing to end the Asgardians existence._

**Emperor Ming:** Worthy or not, I need no such tool to end you Asgardian. Only know that you have met your demise at the hands of a true god.

_Mings hand glowed with energy, but before he could seal the Thunder Gods fate, he was suddenly blindsided by an energy blast from an unknown attacker. This action was enough to distract Ming for a moment, long enough for Supernova Carrie to swoop down, grab Thor and flew him to safety behind Nova Prime. _

**Nova Prime:** Carrie, you and the others take Thor back to Earth. We need him for the fight on world.

**Supernova Carrie:** What about you?

**Nova Prime:** I'll buy you time.

**Supernova Carrie:** I won't leave you…

**Nova Prime:** GO! … that's an order.

_Reluctantly, the Supernova followed their Primes instructions and left with the Thunder God, leaving only Nova Prime to face the full wrath of the Mongo Emperor, whom began calling up to him. _

**Emperor Ming:** Well If this isn't long overdue … I've heard much of your heroism Nova Prime; You've earned quite the reputation throughout my Empire.

_Nova Prime looked down at the Emperor before descending to the ship's hull and landing several feet away from him._

**Nova Prime:** I could say the same thing about you; your massacre on Halfworld for one, the near extinction of the Skrull people and the fall of Wraithworld.

**Emperor Ming:** I'm touched; you've been monitoring my progress.

**Nova Prime:** Not forgetting Galador; you will pay for the blood of every Nova, you and your Empire has spilt there.

**Emperor Ming:** Galador… forgive me, I don't recall that world.

**Nova Prime:** You don't re…?! Hundreds of my Denarians, Corpsmen and Millennians sacrificed their lives to evacuate that world. I watched as your forces attacked civilian transports fleeing to safety while your fleet scorched the surface of the whole planet!

**Emperor Ming:** Make no mistake, I'm sure that what happened at Galador was an event that warped your perspective and challenged your very understanding of morality, but to me…

**Emperor Ming:** It was breakfast.

_Enraged, Nova Prime dashed forward and fired an energy blast at the Emperor, but to his surprise, Ming vanished before the blast struck and reappeared right behind the young Prime. With his opponent now so close to him, Nova Prime resorted to using the martial skills he had developed over the years. He charged his hands with energy from the Nova Force and swung his arm round to strike at Ming, unfortunately the Emperor continued to vanish and reappear every time Nova Prime tried to land a hit. _

_Eventually, the young Prime grew more frustrated and finally unleashed the built up energy in his fists, sending out a blast wave that tore apart several yards of the ship's hull. As the dust settles, Nova Prime couldn't see any sign of the Emperor. For a brief moment, Nova Prime thought he had won, but that was until he heard the Emperors voice calling to him from above._

**Emperor Ming:** I believe I've already mentioned this to your friends … But I take damage done to my ship personally.

_Nova Prime fired a powerful energy blast up at Ming, whom once again avoids it easily. At this point the young Prime decides to go all out and unleashes a barrage of constant energy blasts, but not a single one was able to hit its target. The Emperor continued his disappearing act while Nova Prime tried to follow his movements with his attacks, however it didn't take long for the flash glare of the constant explosions to start affecting his vision._

_But this didn't stop him, Nova Prime just kept going until he was nearly drained and collapsed to his knees. As Nova Prime tried desperately to catch his breath, Ming appeared right in front of him, without a single scratch on him._

**Emperor Ming:** Is it my turn now?

**Nova Prime:** AHHHHHH!

_The young Prime mustered what strength he had left and blasted off up above where Ming stood and began charging up the full power of his Nova Force. _

**Nova Prime:** Let's see if you stand up to the full power of the Nova Force!

_He unleashed the most powerful attack he could managed, the sheer force of its energy began ripping apart section of the ship's hull nearby as it raced towards Ming. But the Emperor of Mongo just stood his ground and gazed up at the attack heading right at him, as if uninterested in what was occurring. However, right as Nova Primes attack was about to strike, Ming swiftly knocked it off course with an energy blast of his own and sent it flying off into space. _

**Nova Prime:** Wha… what?

**Emperor Ming:** If it's all the same to you … I'll take my turn now.

_Before Nova Prime could even blink, Ming had appeared right in front of him and punched the young Prime in the side of the head and sent him crashing down onto the ship. The moment Nova Prime impacted the hard surface of the ship's hull, Ming appeared and grabbed him by the ankle, then started smashing the young Prime against the ground before tossing him into space. _

_As he watched his prey float away into the void, Ming raised his hand and used his power to materialise a golden sword out of nothing, its blade emulated a red aura as if on fire. Then he vanished and reappeared just ahead the near broken body of Nova Prime. As his opponent got closer to him, the Emperor raised his sword and inserted it through Nova Primes back. The young Prime gasped in pain as Ming headed him up with his free hand clasped around Nova Primes throat. _

**Emperor Ming:** Look at you … the great Prime of the Nova corps; beaten, wasted and gasping for breath. But no … I won't let you go just yet.

_He unclasps his hand and raise Nova Primes head to show him that they, along with the Emperors ship, have now reached Earths outer atmosphere. As the Mongo mother ship began passing by the heavily damaged Peak station, Ming drew the beaten Primes attention towards it as his own hand begins to crackle with cosmic energy._

**Emperor Ming:** Look at how your efforts already begin to crumble before me. But only when this world and others that you strived to protect are in ashes and every sheared of evidence of the Nova Corp has been eradicated into oblivion. Only then, will I allow you to die … staring with your species.

_The Emperor unleashed of Cosmic lightning from his hand and fired them towards the S.W.O.R.D. space station. As his attack struck the side of the station, it ignited in an explosion that started a chain reaction that destroyed severely of the stations key structures, including its engines and stabilises. Slowly the station began dropping out of orbit and was now being pulled down by Earth's gravity towards the planet, burning up in its atmosphere. _

**Nova Prime:** What … what are you?!

**Emperor Ming:** I am the dominator; I am the destroyer. I am Ming … Ming the Merciless!

_Ming bellowed a menacing laugh as he forced Nova Prime to watch the station burn in front of them while more Mongo vessels started to make their way towards the planet._

* * *

**A/N: Comment and Review**

**Thanks**


	29. Royal Command

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy **

* * *

**Chapter 28: Royal Command**

**Earth - Upper Atmosphere **

_With the arrival of Jean Grey in her Phoenix form, the Earths defenders were able to turn the odds in favour of them. The awe inspiring power of this cosmic entity was enough to destroy any and all Mongo ships that were unfortunate enough to cross its path. Luckily the heroes fighting in the skies as well were smart enough to keep far back from the entity; The Quinjet, Blackbird and Smasher jump jet kept to the far edge of the battle, picking off stragglers that managed to slip through the fiery infernal. _

_After shooting down a couple of snub fighters, She-hulk struggles to keep her jet airborne after some excess flames from the Phoenix singes against its hull. She looks out from the cockpit of her jet to take in the chaos being caused by the Phoenix's wrath; snub fighters scattering around the sky, Mongo frigates and transports breaking formation in an attempt to flee from the destruction. _

**She-Hulk:** Hey Cyclops, though I do appreciate the help, could you tell your girlfriend to ease up a bit. I don't think my jet's hull can take another hit like that again.

**Cyclops:** _"Sorry, but Jean can only channel her power and to a point, focus it. She can't completely command it, so we just have to keep clear as best we can."_

**She-Hulk:** Alright, but I'll be sending the paint job bill to your Professor.

**Black Widow:** _"Jen, Scott … We've got more inbound fighters, and they seem to be trying to slip past the battle entirely."_

**She-Hulk:** Well, we're not flying up here for nothing.

_And on that note, the three of them accelerated upwards and as a testament to their impressive piloting skills, were able to navigate through the chaos of the sky battle with little to no damage and make their way towards the fighter's coordinates. It didn't take long for the heroes to get a visual of their targets and form up for an attack._

**Black Widow:** We've got 50 fighters in our sights, get ready to move in.

**Cyclops:** _"Ready when you are."_

**She-Hulk:** _"Hold up …. Somethings happening."_

_The hero pilots watch as the Mongo fighters, streaming down towards the planet's surface, suddenly began to vanish from their radars as well as visually._

**Cyclops:** Wait! These aren't ordinary fighters; they have the same damn cloaking tech the bigger ships have.

**She-Hulk:** _"hold up, looks like there's still one left."_

_One remaining Mongo fighter broke off from the group before they disappeared and headed straight for the hero jets. They opened fire on the fighter, but it was able to swiftly avoid them until it was close enough to return fire and force the heroes to scatter._

**Black Widow:** Evasive manoeuver!

_The Mongo fighter quickly locked on to the Smashers jet and fired homing missiles, but no matter how hard She-Hulk tried to out manoeuver them, one had managed to strike the jets engine._

**She-Hulk:** _"I'M HIT! GOING DOWN!"_

**Black Widow:** JEN, BAIL OUT!

_The Mongo fighter swooped down to the Smasher jet and bombard it with laser fire causing it to explode, sending debris everywhere._

**Black Widow:** JEN!

_The rogue fighter quickly doubled back and started chasing the Black Bird, but luckily the Quinjet was able to follow closely._

**Black Widow:** Black Bird, I've got you covered.

_She opens fired on the rogue fighter, but it was able to dodge her efforts with a barrel roll while at the same time firing on the Black Birds starboard hull, causing severe damage. _

**Black Widow:** SCOTT!

**Cyclops:** _"NATASHA … GET OUT OF HER…!"_

_Nothing but static could be heard from Widows headset as she witnessed the Black Bird exploding in the sky ahead of her. _

**Black Widow:** Ok, you son of a bitch … you're mine!

_Before she could react, the rogue fighter suddenly decelerated and flipped upside down, heading right for the Quinjet. As Black Widow desperately tried to pull upwards to avoid collision, the fighter fired upon the Quinjets underside, damaging it enough to send it into a nosedive._

**Black Widow:** Damn it!

_She tired activating her ejector seat, but the damage to the jet caused it to jam and fail. In a flash, Widow unbuckled herself and headed for the hull door with a jet pack. She opened the door with the emergency switch and leapt out before the Quinjet was destroyed. Meanwhile the rogue Mongo fighter broke off from its attack and returned to its decent towards the planet's surface._

**Princess Aura:** Well … enough of that distraction. Recalculating landing coordinates.

_As the Princess fighter left the area, the battle between the Phoenix and Mongo fleet continued on. After destroying several large vessels, Jean suddenly could no longer sense Cyclops's prescience._

**Jean:** SCOTT! NO! RAAAAAHHHHHH!

_She could feel the will of the entity inside of her growing violently, her mind began to get lost in the Phoenix's unyielding rage as it took control. However, before it unleashed its full power, the Phoenix started to sense something else drawing near._

**Phoenix:** I sense something … a presence … I haven't felt anything like it since…

* * *

_Suddenly the realisation of what the entity was sensing became clear and for the first time in a millennium, the Phoenix felt something else … fear. It let loose a defining cry before taking off towards the planet's atmosphere. As the Phoenix broke through into Earth's orbit, it came face to face with the Mongo armada now surrounding the planet. _

_But the Phoenix cared little for the metal shells, its attention was drawn towards the largest of these vessels. It could sense a familiar aura emanating from it, and so took off towards its source. _

**Emperor Ming:** Now this is unexpected.

_The Phoenix looked down to see the Mongo Emperor rising up from the hull of his flagship until they were face to face with each other. _

**Phoenix:** Fallen One!

**Emperor Ming:** It has been quite some time hasn't it? I must admit; I did not expect to find you on such a back water little planet. And I see you've acquired a new host … a definite improvement over the last one I destroyed.

**Phoenix:** My power is eternal … always I will be reborn from fire and ash.

**Emperor Ming:** Still … a human? What could they possibly offer that you'd claim one for a host?

**Phoenix:** They are stronger than you could possibly understand; even this one has proven able to hold back the sheer power I wield ...

**Emperor Ming:** If only barely, I've never understood why you choose to limit yourself in such a way.

**Phoenix:** I limit nothing! If I was pushed too far, lose control, there's no telling how powerful I can become … my power would wreck untold destruction throughout the cosmos and maybe I would suffer the same fate as you Fallen One: trapped eternally to a physical mortal form … But a shell of your former stature.

**Emperor Ming:** Well … we'll soon see about that.

**Phoenix:** BEGONE FALLEN ONE! IN YOU FORM YOU CANNOT SURVIVE THE POWER OF MY MAGISTEY!

**Emperor Ming:** Oh … I'm not going anywhere. And as for your so called power … UNLEASH IT! IF YOU EVEN HOPE TO CHALLENGE ME!

_The massive fire entity cried out a defining screech, before unleashing a "cosmic" fire breath that engulfed the Emperor and an entire section of his ship for several minutes. When the Phoenix eventually ended its attack, the ship's hull was several damaged while the Emperor remained unharmed, safely encased by an energy shield he summoned in time._

**Emperor Ming:** My turn.

* * *

**New York City**

_The fighting in the major cities of America has taken a turn for the worse; With more Mongo reinforcements arriving by the minute, Earths military forces are depleting fast. If it were not for the intervention of SMITE (Dr Strange and Franklin Reed) the teams of heroes fighting around the city would have been overrun by now. _

_As heroes and villains are entrenched in the streets on ground level, far above the cites skyline, Military F-22's are locked in dog fights with Mongo snub fighters in an attempt to regain control of New York's airspace. A squadron of F-22s are being pursued by Mongo fighters, after making a successful bombing run against enemy forces on the ground._

_As the Mongo fighters manage to shoot down a couple of jets, the remaining F-22s engage emergency manoeuvres around the city's skyscrapers, narrowing flying around the narrow and tight spaces while several Mongos crash into the sides of buildings. They keep this up until they lose most of their pursuers and return to the battle up above._

**F-22 Pilot:** _"Captain, looks like we've still got some stragglers."_

**F-22 Captain:** I wouldn't worry about them for too long.

_As the surviving Mongo fighters draw in closer, they failed to notice the Rocketeer clutching onto the underbelly of one of them. Before they knew what was happening, she punched through the hull of the fighter and ripped its wing off, knocking it out of the sky. Rocketeer then rocketed over to the next fighter and landed on top of the cock pit, before ripping it open and throwing the pilot out. She then finished the remaining one off by locking on with her wrist guns and firing into the fighter's engines. As it exploded, she rocketed up and towards the head of the F-22's, allowing the pilots to get a good look at their hero._

**F-22 Pilot:** _"Who's that?!"_

**F-22 Captain:** An old friend.

**Rocketeer:** _"You're all clear Captain."_

**F-22 Captain:** Pulling my ass out of the fire once again Sarah.

**Rocketeer:** _"First rounds on you, Jerry."_

**F-22 Captain:** That bar on 34th street?

**Rocketeer:** _"If it's still there, flyboy."_

_The armoured Leaguer watches as her fellow pilots in the air force reengage Mongo snub fighters, before she herself returned to the battle at hand. After disposing of several fighters for, her headset detects more fighters being picked up by her sensors. As she takes a few moments to scan the surrounding area, she finally gets a visual on to the several squadrons of new Mongo fighters heading towards New York. _

_She races across the sky to engage the Mongo reinforcements, however only a small number of the fighters broke away to attacked her while the rest remained on their current course. Suspicious about their lack of interest in the overall battle, Rocketeer uses her on-board computer to calculate the main forces destination, while still trying to fight off her attackers._

**Rocketeer:** Oh no…

_She activates her com-link to send an open communication to the other members of the League._

**Rocketeer:** Does anybody copy; we've got a serious problem. I've got several enemy squadrons heading towards the UN building.

**Spiderman:** _"Squadrons?"_

**White Tiger:** _"Of fighters Spidey"_

**Phantom:** _"Dumbass."_

**Green Hornet:** _"They must be after the world security council."_

**Rocketeer:** Oh really, why else would they be there… Could one of you morons just get moving! I'm a little preoccupied at the moment.

**Phantom:** _"Morons huh? Spidey … your teams up."_

**White Tiger:** _"WHAT!"_

**Spiderman:** _"Please don't anger my overly hormonal pregnant wife … Actually that might not be a bad thing?"_

**White Tiger:** _"RAAAAHHH!"_

**Spiderman:** _"Scratch that… YEEEOOOWWW!"_

_Cringing at the cries of pain screaming Rocketeer ended the link with her teammates and rocketed away, leading her attackers on a chase while avoiding their incoming fire. She eventually out manoeuvred them by pulling her thrusters back to allow the fighters to pass by her suddenly. With the tables turned she quickly locked on and fired a barrage of missiles at them, destroying them quickly. _

**Rocketeer:** you know I almost feel sorry for those Mongos … and Spidey.

* * *

**UN Building**

_The moment word had reached the UN regarding the start of the invasion; the entire world security council (comprising of the planets leaders) had been safely secured in a bunker deep beneath the UN building. With a battalion of highly trained S.H.I.E.L.D. and Bpaa Thap agents, along with a detachment of armoured vehicles stationed around the area, the council's security was strong enough to deal with most enemy forces that came near the building. _

_However, as the Earths forces are holding off a small detachment of Mongo troopers attempting to break through, Princess Aura and her Honour Guard pilots descend from the sky above and begin scorching the surrounding area. Although most of the defender's soldiers were able to find effective cover, the fighters mostly focused their fire power on destroying S.H.I.E.L.D. tanks and pushing their enemies back enough to clear space, while also providing air cover for several fighters to land at the Mongo encampment several blocks away from the enemy. The moment the fighters touched down; a Mongo Commander, along with a support squad, approached one of the fighters. _

**Mongo Commander:** What is this?!, I didn't request any…

_He was cut off as the fighter's cockpit opened, revealing the female pilot inside. As she climbed out of her fighter, the Commander was about go off into a rant, that was until she took off her helmet to reveal the golden skinned, silver haired beauty that is Princess Aura._

**Mongo Commander:** Your majesty?!

**Princess Aura:** Commander.

_The Mongo soldiers present all bow respectfully to the Princess as her accompanying Honour Guards join them. Without a word, she opens her ship's cargo hold and takes out a case containing her battle armour and moves swiftly past the Mongo Commander, followed by her guards to find somewhere to change out of her flight suit. As she makes her way over to a nearby demolished building, more of her troops begin noticing her. _

**Mongo Trooper 1:** Is that … is that really her?

**Mongo Trooper 2:** By Ming, it is!

**Mongo Trooper 3:** She's more radiant than in the vids.

_Quickly the Commander caught up to her, nerves racking every muscle in his body as he desperately tries to address her without looking like a fool._

**Mongo Commander:** Your Majesty, we… err… were misled by the human's numbers, but I assure you I have this situation well in ha…

_Before he could utter another word, Princess Aura spun around to face him, grabbed hold of his collar and pulled him in close._

**Princess Aura:** From what I understand, you haven't gained any ground against these humans, Commander. Your objective was to capture the leaders of this world and you couldn't even do that.

_She pushed him away with enough force for him to fall backwards onto the ground._

**Princess Aura:** I have no interest in your failures … Commander. I am here on a mission of my own. Now prepare Heavy units and Sharpshooters and await my orders.

**Mongo Commander:** Of course … Your Majesty.

_He staggered to his feet before leaving to accommodate the Princess, who turned to her Honour Guards._

**Princess Aura:** Secure this area and gather the rest of the guards … we're going after my father's prize.

_Without a word, they bowed and left to carry out her instructions while she continued on to get changed in the building ahead of her. As she stepped through the debris, the Princess came across a few troopers stationed inside. At first they didn't notice her, until she coughed softly. When they turned to face her, they immediately jumped to attention._

**Princess Aura:** Is there somewhere I can change?

**Mongo Trooper:** There's a room at the back, Princess.

_She takes a moment to examine the three trooper's carful, while they're unsure what going through her mind. _

**Princess Aura:** Outside and keep guard.

_They bow and begun collecting their equipment, but before one of them could put his helmet on, the Princess called to him._

**Princess Aura:** Not you.

_Puzzled, the trooper remained and waited for his commands. Aura looked closely at him; he was obviously a new recruit, years younger than the others and likely very green. She could tell that he was uncomfortable with the attention she was giving him and offered him a seductive smile, as she held up her case for him to take._

**Princess Aura:** You … can help me change.

_The trooper's eyes widen and he looked to his comrades, who just stared at him with expressions of murderous envy._

**Princess Aura:** Out!

* * *

_Meanwhile, Spidey and his team have requisitioned a Bpaa Thap transport and are making their way towards the UN building, with New Goblin following close by on his gylider. As they fly throughout the city's skyline, Spiderman looks out from the transports viewing window onto the ongoing battle raging in the streets. _

_Bpaa Thap and military forces being pushed back by Magma and Frost-Men, Mutants sent from Genosha retaliating against Mongo troops and S.H.I.E.L.D. Tanks and heavy vehicles are engaged with Mongo War beasts._

_Spiderman then looks over to the other occupants; Both Absorbing-Man and Domino are sitting opposite each other and quietly preparing themselves for the fight to come. While White Tiger is nursing an injury to her arm she received recently. She had been ambushed by a squad of Mongo War droids and was only saved by the efforts of Spiderman and New Goblin. Unfortunately, she didn't get out of the way in time and was caught in the explosion of one of New Goblins pumpkin bombs. _

_The scene had replayed in Spiderman's mind several times and his distrust of his old friend Harry grew deeper each time. He wanted more than anything to have his friend back, but at the cost of losing his wife? Spiderman knew that he had to make a decision regarding Harry when this was all over … if they survive._

* * *

**UN Building**

_After the Mongo fighters had finished their bombardment run and regrouped with the rest of their forces, S.H.I.E.L.D. Commanders Mockingbird and Maria Hill redistribute their forces in preparation of an imminent assault from the invaders from one of the offices in the building. _

**Mockingbird:** What could they be thinking? Those snub fighters are only one maned, so there couldn't be more than 50 odd. How could they possibly hope to break through with so little reinforcements.

**Commander Hill:** It doesn't matter; it's our job to keep the council safe and that's what we're going to do.

_As the two of them continue to debate, a Bpaa Thap lieutenant hurries into the office._

**Bpaa Thap Lieutenant:** Commander Hill, we have reports that enemy forces are on the move.

**Mockingbird:** From where?

**Bpaa Thap:** South from 1st Avenue.

_Without a second to waste, Hill grabbed her binoculars and peered through the office window at the battlefield outside. At first she couldn't see anything, but that was until her binoculars picked images of red cloaked figures marching into view. _

**Commander Hill:** I'm counting just under 50, have all troops at battle positions and have mortar units' ready. Once they're in range … open fire.

**Bpaa Thap:** Yes, Commander.

* * *

_While the Earths defenders ready themselves, the Mongo forces on the march eventually stop and move into positions along 1__st__ Avenue. The several units of Mongo troops are headed up by the infamous Honour Guards; the most feared elite warriors of the entire Mongo Empire, their blood red armour is partially covered by their red cloaks, unlike their heads that were completely covered by hoods, leaving only darkened shadows across their faces._

_Once they've finished getting into position, a few Honour Guards stepped aside and allowed Princess Aura to walk past them and stand ahead of her troops. Now wearing her familiar battle armour; a one-piece form-fitting red suit, with golden engraved armour pieces attached around her arms, legs and chest and a golden helmet with face mask covering her features. All eyes are on her as she turns to face her men._

**Princess Aura:** My brothers, steady yourselves and look deep into your souls. Your mettle has been tested during this long day, and for that I could not ask better soldiers.

_She begins walking up and down amongst the trooper, many of them only heard stories of the Princesses charisma. _

**Princess Aura:** But If in the heat of this battle, you still need a reason to fight on, an idea; for you will give up all that you have ever had. You need only look at the man that fights by your side, this is the way of battle, this is the brotherhood of warriors in arms. An unbreakable bond, made stronger by the crucible of combat. You will never be closer than to those you'll shed your blood with … like me.

_She stops beside a trooper, the same young trooper who helped her change into her amour not long ago, and placed a comforting hand on his shoulder. He thanked Ming himself that she couldn't see him blushing under his helmet, but he didn't know she was smiling under hers. She removes her hand and continues to move throughout the rank and file. _

**Princess Aura:** For there is no greater cause than to fight with those who will lay down their lives for you … like I would. So you fight strong today, you fight for your brothers, fight with your Princess. But most of all … fight for Mongo!

_Her men cheer loudly as the Princess once again moved up to stand ahead of them, raised her staff over her head. She let out a defining battle cry and ran full speed towards the human forces, with her warriors following her lead._

* * *

_Back at the UN Building, Commander Hill watches the enemy force charge down the street towards them. Bewildered by their actions, she quickly got on her communicator to her forces._

**Commander Hill:** All forces, open fire!

_Outside, S.H.I.E.L.D. agents and Bpaa Thap troops, have taken defensive positions and open fired at the charging force. In response to this, the Honour Guard activate energy shields attached to their wrists in the hope of absorbing the incoming fire. This worked for the most part, but occasional fire was able to slip through and take down a few Mongo troops. The Princess however, proved her powerless on the battle field was not the embellishment of rumours. She moved with such speed and grace that it appeared she was simply weaving her way around all incoming fire. The Mongos advanced until they were several yards away from the building, before Princess Aura called over her shoulder._

**Princess Aura:** FORM UP!

_In a split of a second, her Honour Guard moved quickly in front of the Princess and closed ranks with their shields, providing a protective shell around her while her troops took position behind her._

**Princess Aura:** HEAVY WEAPONS AND SHARPHOOTERS UP FRONT!

_At her command; troopers carrying heavy rockets and sniper rifles move into position behind the shell, still holding strong against fire from the planets forces._

**Princess Aura:** ON MY COMMAND … FIRE!

_With quick position, some of the Honour Guard drop their shields to allow the troops behind her to fire rocket explosive through. The Princess watches as the rockets it their targets around the edge of the building, causing several agents and troops to scatter. The moment they did so, Mongo Sharpshooters picked off anyone that got in their line of sight._

* * *

_Meanwhile, back at the Mongo encampment, the Commander looks out onto the battle through his scanner. He was awe struck at the amount of ground the Princess had covered when he himself couldn't get close to the objective. _

**Mongo Commander:** By Ming … wouldn't have believed it if I hadn't seen it.

_Suddenly he caught sight of several human tanks, moving into positon around the building's exterior. He quickly turns to one of his lieutenants._

**Mongo Commander:** Send out every Urso Rider we have to take out those tanks and get our fighters airborne, give the Princess cover now!

* * *

_Back at the battle, the Mongos are holding strong; however, the planets defenders have brought out RPG's and have opened fired on them, forcing them to close ranks and withdraw back into the shell they've created. Fortunately, the Honour Guards can alter the energy output of their shields, making them stronger and absorb more damage in any situation, with this they were able to take straight impact shots from the RPG's with relative ease. _

**Princess Aura:** KEEP ADVANCING!

_Slowing, she and her men advance forward with closed ranks, however the heavy fire from the humans are keeping them on the defensives. It wasn't long before the Princess noticed the tanks moving into positon._

**Princess Aura:** INCREASE SHIELD OUTPUT! READY YOURSELVES!

**Honour Guard:** Our shields can't take a direct hit from…

**Princess Aura:** Just do it!

_They comply just in time for the tanks to open fire; shells exploded near the Mongos, sending debris from the ground exploding around them. Their shields however were barley holding together, most were stating to short circuit under the heavy assault. _

**Princess Aura:** HOLD YOUR GROUND! READY TO BREAK!

* * *

_The S.H.I.E.L.D. tanks were able to adjust their barring's to line up another barrage of fire … this time to end it._

**Tank Commander:** Get ready to fire on my mark!

**Tank Crewmen:** Sir we've got incoming!

**Tank Commander:** What!

* * *

_Suddenly, out from behind the Princesses forces, dozens of Mongos riding bear-like Ursos charged passed them and headed straight for the S.H.I.E.L.D. tanks. Some Uros were put down by sniper fire shots to the head from Bpaa Thap forces, but the rest managed to punch through and began tearing the tanks apart. At the same time, Mongo fighters had come into the fight, firing down onto agents and soldiers, forcing them once again to take cover … and giving the Princess the opening she was waiting for._

**Princess Aura:** BREAK OFF!

_The Honour Guard broke formation and the Princess led her men charging towards their enemy. As they closed the distance, most of the Bpaa Thap soldiers abandoned their long range weapons and switched to their shock batons; breaking cover and charging towards the Mongo forces. Unfortunately, the Mongo Honour Guards lived up to their reputation, they were more than a match with their energy staffs, engaging the Bpaa Thap soldiers in melee combat and disposing with them several at a time. _

_But none were more veracious on the field than the Mongo Princess, as she takes on groups of soldiers herself. With unnaturally strength and speed, she parried and countered ever attack made against her. As three soldiers tried to flank her from behind, she spun round her staff around and tripped them up with a single sweep. Even agent firing down from office windows couldn't touch her, she merely twirled her staff around and used it to deflect any projectiles heading her way. _

_After beating down a few more soldiers, she came face to face with one who was reaching for his side blaster. But before he could pull it out of his holster, she ran straight for him and flipped herself off the ground so that she landed on his shoulders his head scissored between her thighs. Then in one swift movement she snapped the soldiers neck, causing him to collapse to the ground while she herself landed gracefully to her feet. _

**Princess Aura:** Is this it? Is this the best this pathetic planet has to offer?

_Little did she know that she has yet to come face to face with the true champions of Earth, several of them now answering the call being sent by Commander Hill, hoping that she and her forces can survive long enough to push the Mongos back. If not … then this could be Earths finally stand._

* * *

**A/N: Hope you've enjoyed … please Comment and Review.**

**Thanks **


	30. A Princesses True Might

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 29: A Princesses True Might**

**Earth – New York – UN Building **

_From her makeshift command station, Commander Hill watches in frustration as her forces attempts to push back the Mongo advance. For the longest time her troops were more than capable in holding off any previous attacks, but with the arrival of this new Mongo Commander the tables have turned for the worse._

_She'd lost her detachments of tanks and what little distance she had buffering between her forces and the invaders was now gone. If she wanted to salvage anything from this attack, Commander Hill knew she had to cut the head off the Mongo forces before she loses everything._

**Mockingbird:** _"Hill, we're needing some back up out here."_

**Commander Hill:** I've got specialist on route, but an ETA of ten minutes.

**Mockingbird:** _"I don't think we're gonna last that long."_

**Commander Hill:** Mockingbird, this has gone off long enough … I've got a specific target for you.

* * *

_Chaos rages on the steps of the UN building; Mongo Honour Guards locked in close combat with Bpaa Thap soldiers while S.H.I.E.L.D. Agents offer suppressing fire from the lower levels of the building. The Princess of Mongo; Aura, easily battles her way through Bpaa Thap troops; she moves and wields her staff with such elegance and grace, like a ballerina demonstrating her agility and flexibility on a theatre stage … only the stage this warrior princess prefers is the one on the battlefield. No matter how hard the planets defenders tried to out flank her, rush her or take her by surprise, Aura always seemed to be one step ahead … as if she had eyes all around her and could anticipate every possible attack._

_Though her skill with a staff was without equal, her marksmanship abilities made even the most experienced troopers look like rookies. Aura kept a side arm strapped to her thigh and occasionally drew it to kill a few humans before switching back to close quarters. As she drew her side arm to fire on some unexpected soldiers, she could feel something approaching her from behind just as she took aim. In response, she quickly holstered her weapon and spun round and blocked the incoming attack, forcing her down on one knee. The princess found herself melee locked with a young blonde woman; wielding a staff and wearing a blue and white jumpsuit with an eye mask across her face. _

**Princess Aura:** You move quietly; I almost didn't notice you … almost.

**Mockingbird:** Then notice this!

_The S.H.I.E.L.D. agent broke the lock and forced the mid of her staff against the princesses' neck and flipped over her head, forcing the princess to her feet. The ending result was the pair of them back to back with Mockingbird holding her staff behind her shoulders and choking Aura. However, this didn't last long as the Mongo princess used her superior strength to throw the human back over her shoulder and send her hurtling several feet across the battle field, crashing onto the ground._

_As Princess Aura started walking over to her opponent, she watched as the blonde haired human aimed a familiar looking blaster at her. Looking down at her thigh, she noticed her side arm was missing, the human must have grabbed it at some point. Smirking at this deceitful move, Aura then suddenly rushed towards the human at great speed. Mockingbird open fired, but her target was moving so fast that she avoided every shot. In a matter of seconds, the princess had closed the distance between then and before Mockingbird had a chance, Aura was inches in front of her, holding her blaster arm away with one hand._

**Princess Aura:** Noted.

_Suddenly Mockingbird felt a sharp pain piercing her abdomen, just as blood sputters from her mouth. She looked down to see the princesses staff was inserted right through her before looking back up at the smirking face of her killer. She fell limp and was let go by the princess so that she could die in the dirt and rubble of the world she fought long to protect. Just before the Princess left the humans body, she heard a muffled voice coming from her. She kneeled down to find the source of it; an earpiece … that the princess picked up to listen to._

**Commander Hill:** _"Mockingbird, report … report!"_

**Princess Aura:** I'm so sorry … but your bird is no longer singing.

_Aura chuckled as she could feel the rage emanating from the person on the other end of the link._

**Commander Hill: **_**"**__Keep laughing bitch, you're not setting a foot inside this building_."

**Princess Aura: **I fail to see how you intend to stop me.

**Commander Hill:** "_… Look up._"

_Puzzled, Aura raised her head up just in time to see a massive red mass dropping down from a S.H.I.E.L.D. transport. With lightning fast reflexes, the princess leaps away in time just before impact and readies herself in a combat stance. As the dust settles she finds herself facing a strange collection of warriors; a large red skinned behemoth, a human male with a cybernetic arm, a red and gold armoured child and a shield wielding human male in a red, white and blue uniform. As the human with the shield checked on the body of her recent kill, Aura eyed up his physique … much to her pleasure. _

**Winter Soldier:** Is she…?

**Capt. America:** Dead … we're too late.

_The Avenger stood back up and moved to stand in front of his team, now readying themselves for combat against the princess._

**Capt. America:** You're going to pay for everything for what you've done!

**Princess Aura:** Is that a promise?

**Red Hulk:** A promise to kick your petite butt straight into the stratosphere.

**Iron Spider:** That would take an impressive amount of kinetic force to achieve.

**Red Hulk:** Then let's get started. Oh and for the record sweetheart; I'm not afraid to hit a girl.

**Princess Aura:** That's fine … neither am I.

_Red Hulk charged towards the princess, firing his twin rifles in a blind rage only to have Aura ran forward to meet him head on. As she closed the distance, Aura dropped and rolled under Red Hulks legs and used her staff to trip him up onto the ground, leaving him in the hands of several Mongo Honour Guards as she continued on to the rest of the heroes. Iron Spider, along with Winter Soldier open fired on Aura, unfortunately, she quickly countered by throwing her staff directly at Iron Spider, striking him right in the chest and knocking him to the ground as Aura sped off towards Winter Soldier._

_Before she got close, Winter Soldier holstered his rifle and attempted to land a precision strike on the Mongo princess with his cybernetic arm. But Aura was flexible enough to easily avoid all his efforts, she elegantly stepped around the mercenary as if they were dancing. Then then the moment was right, Aura grabbed hold of her opponent's arm and flipped him onto the ground. _

_Suddenly the princess could make out a faint whirling sound coming from behind her. She spun round on the spot and grabbed hold of the "Frisbee" shield before it hit her an instantly used it to block an incoming drop kick from Capt. America. She was impressed with the amount of force behind the attack, as it knocked her back several feet. The princess looked back towards the captain and smiled behind her helmet, receiving a menacing glare from him in return as the Winter Soldier quickly joined him._

**Princess Aura:** Now that was a feat of strength I can appreciate.

**Capt. America:** You're outnumbered and out matched. Give yourself up!

**Winter Soldier:** Come on Steve … we can take this smug bitch.

_The smile across Auras face drastically changed, now replaced with a hateful snarl. She didn't know what the word the human used meant … but she knew it wasn't flattering. _

**Princess Aura:** That's not … how you should … address … ROYALTIY!

_In a blind rage she ran right for the pair of heroes, who in turn did the same. As they clashed, Aura used Caps shield to batter her opponents, with the Brooklyn duo evading and blocking each blow. Eventually Winter Solider was able to grab hold of the shield and rip it from Auras grasp and toss it to Cap, who used it to block a spinning kick from the princess. _

_As the three of them fight on, Red Hulk and Iron Spider are fighting Mongo troops. Iron Spider blasts away several troopers with his repulses before narrowly avoiding an attack from one of the Honour Guards. The boy genius struggles to avoid the Mongos attacks; able to occasionally deflect the guards staff with his mechanical arms but generally taking strikes across his armour. In a swift move the Honour Guard sweeps Iron Spiders legs, toppling him backwards onto the ground. _

**Iron Spider:** Ach! Knew I shouldn't have skipped sparing.

_Suddenly a large boot stamped down across his chest, pinning him to the ground. He looked up at the Honour Guard standing over him with his staff raised over his head, but before he could strike, Red Hulk came out of nowhere and sent him flying across the battlefield with a single punch. _

**Red Hulk:** On your feet soldier, we're not done yet.

_He helps the kid to his feet and just as they turn round to continue the fight, Capt. America landed hard on the ground right in front of them. They both rushed to his aid and Iron Spider helps the near beaten Cap to his feet._

**Iron Spider:** Cap, are you all right?

**Capt. America:** Bucky…

_Everyone looks over to see Winter Soldier; beaten, face down on the ground with the Mongo princess standing over him and holding his cybernetic arm high behind his back._

**Princess Aura:** How quickly bravado goes out the window when your face down on the ground. So tell me; Am I still a bitch?

**Winter Soldier:** No … you're not a bitch.

**Princess Aura:** Now that's a better manner…

**Winter Soldier:** You're a c# t!

_For what seemed like an eternity, Aura stood quietly with the human's cybernetic arm in her hands, before ripping it clean from his shoulder in one swift move while Winter Soldier let out a blood curdling scream that could be heard throughout the battlefield. The princess casually tosses his arm away before walking up to the human, kicked him onto his back and paces her foot across his neck. Cap and his team tried to rush over to help, but they were instantly cut off by several Honour Guards out of nowhere. _

**Capt. America:** BUCKY!

_He could only watch as with a simple twist of her ankle, Aura snaps his best friends neck without a second thought. As Cap struggles to tear his gaze from his friend's corpse, Red Hulk lets out a roar and smashed his fists onto the ground, causing a mini-quake that knocked the guards to the ground. Iron Spider fires his replusers at Aura, however she uses her impressive gymnastics to back flip away to avoid the blasts, until she flips over a fallen Mongo trooper and picks up his rifle with one hand before landing on her knees. With careful aim, she shoots Iron Spiders gauntlets with a single shot each. _

_Before she could fire another round, Aura heard a bellowing roar coming from high above and leapt out of the way of Red Hulk smashing down, cracking the ground around him and emulating a strong heatwave from his body._

**Red Hulk:** I'M GOING TO CRUSH YOU GIRLY!

_The Princess merely sighs heavily at that remark before dropping into a fighting stance just as Red Hulk charges towards her like a freight train. The moment he's close enough, Red Hulk smashes his fists down onto the princesses' head, but all he stuck was the ground beneath her as she flipped over his back in time to avoid contact. Enraged, he slammed one of his fists behind him, only to miss again. Every time the red behemoth tried to land a hit on the Mongo princess, she used her enhanced agility to dance around him and consistently kick and punch him around his knees and thighs._

**Red Hulk:** STAY! … STILL! … LITTLE…!

_Blinded by his increasing rage, the Smasher failed to notice his opponent roll under his legs and used her rifle to once again trip him up, landing face first onto the ground._

**Princess Aura:** Let's be honest; with the big muscles and guns … is this just an impendency thing?

_Getting angrier and hotter by the second, Red Hulk jumped to his feet and stared down at the female warrior that's been leading him on throughout this entire fight. _

**Red Hulk:** You know you talk a lot of smack for a small, weak little…

_In what seemed like a split second; Aura performed a perfect split with her legs, lowering her below his waist and with one straight shot, punched Red Hulk right in his…_

**Red Hulk:** YYYYYYAAAAAAAOOOOOOOOWWWWWWWWW!

_It was as if being hit by Mjolnir itself, the pain was so unbearable that Red Hulk clutched his tender area and fell to his knees, while the princess just smirked in amusement. _

**Princess Aura:** What do you know … the only thing small and weak around here was your…

**Red Hulk:** THAT'S IT! I'M NOT GOING TO TAKE IT EASY ON YOU ANYMO…!

_As he rose to one knee, Princess Aura immediately back handed him with enough force to send the red smasher hurtling several feet away. Before Red Hulk hand a chance to recover, Aura had already closed the distance between them and kicked him in the chest, sending him flying again across the battlefield. Before the near broken hulk had touched the ground, the Mongo princess once again used her speed to leap up in the air, while at the same time catching a staff thrown to her by a nearby Honour Guard and used it to crack Red Hulk across his back and send crashing down to the hard ground below._

_Aura landed on her feet just a few feet away from the red smasher and adjusted the setting on her weapon. As she walked up to Red Hulk, she slammed the tip of her staff upon his chest that unleashed a current of powerful energy throughout his entire body. The output and pain increased greatly every time she slammed it down upon the gamma soldier and it didn't take long for his body to finally give out and cause him to slowly turn back into the old warhorse General Ross._

_For a moment the Mongo princess was perplexed by this transformation, but quickly dismissed this in a wave of disappointment as she sheathed her staff and left him for a moment to collect one of his hulk-sized blasters before returning to him. She stood over him as she planted the blasters massive barrel roughly against the side of his head just as the barley conscious soldier started to splutter and ramble his last words._

**General Ross:** I … pledge … allegiance … flag … United … States of … Ameri…

_With a thundering bang, Aura pulled the trigger and cut the General short, leaving only a limp, headless corpse in her wake as she threw the gun to one side and walked away. After only a few minutes she casually ducked to avoid swing of Iron Spider wielding one of her Honour Guards staffs._

**Princess Aura:** Do you even know how to use that thing?

**Iron Spider:** I'LL KILL YOU!

_In a frenzy, the young hero swung his staff like a club to strike at his target, unfortunately for him he was no melee fighter and Aura could easily predict his movements. She lazily bobbed and weaved to avoid every attack he made without hardly moving from her spot, until she caught his staff by the handle and with great force pushed it back to bang it against his helmet and causing him to collapse onto the ground. _

_The princess then took a few steps, grabbed the boy by the ankle and spun him round on the spot before tossing him several feet away, knocking him into some debris. As Aura makes her way over to the fallen boy genius, she couldn't help but examine his suit of armour as he got back to his feet in an instant. _

**Princess Aura:** That's an impressive suit of amour you have there.

**Iron Spider:** This suit is made from an advanced protein-scale nano-technology over a titanium chassis … you can knock me down all you like but I'll just get back up again. And with my suits impact sensing integrated life support, you can't hope to…

_Princess Aura:_ Heavy too I take it?

**Iron Spider:** About a thousand pounds … but its endoskeleton supports it…

_The Mongo princess lets out a noticeable heavy sigh that catches Iron Spiders attention, distracting him from his techno explanation to instead focusing on the princesses no casual demeanour. _

**Princess Aura:** You've never been with a woman before have you?

_He hesitated only for a moment, but it was long enough to confirm Auras suspicion._

**Iron Spider:** Don't … don't try to distract…

_Unfortunately, his minor hesitation was long enough for Aura to close the distance between them and strike him in the chest with her staff, sending its powerful energy current through his armours system. Not only did this cause him great pain, but it overloaded his armour to the point that it forced a system reboot, causing Iron Spider to collapse to the ground. The princess then kicked the fallen hero onto his front._

**Princess Aura:** Armour like that … must be difficult for a boy like you to move on your own. My guess is that there's a neural adapter of sorts, linking up your mind with your armours computer system that's running it.

_She then smoothly guides the tip of her staff along Iron Spiders back before reaching his neck. Fearing for his life, Iron Spider knew that if she destroys the adapter, the link would be severed and the modifications he made to the interior that allow him to fit inside the armour despite his small size would short out and clamp down around his physical body … crushing him. _

**Princess Aura:** Which would make it right …. Here!

_She sharply jabs her staff right onto the back of Iron Spiders neck and short circuits the neural adapter inside. As his link to the suit is severed, he screeched a defining scream as the armours endoskeleton locks down and crushes around his arms, legs and torso. The suits mechanisms pierce his flesh and began bleeding him to death._

**Princess Aura:** It's a shame.

_She grabbed hold of her victim's head and lifts him up off the ground._

**Princess Aura:** I'm genuinely sorry.

_Without a second thought, Aura lazily tossed him away like he was a broken toy she'd loss interest with. She then looked round the battlefield and saw that her forces had begun pressing their advancement, pushing the human soldier back towards their command structure. But before she could join them, the princess once again heard that familiar whizzing sound coming towards her right and used her staff to knock the incoming shield out of the air. She faced the one who threw it, the soldier she fought previously, as he struggled to stay on his feet. _

**Capt. America:** He … was just a … kid…

_She then noticed that he had a combat knife in one of his hands, something he must have picked up from one of his fallen comrades. When he dropped into a combat stance, Aura decided to offer the soldier the same courtesy. She sheathed her staff and drew her own hunting knife, that she kept behind her back, and dropped into a similar stance._

**Princess Aura:** I don't enjoy killing boys before they become men … but death is the only reward on a battlefield.

_In a rage, Cap charged forward, followed immediately by the princess, knifes raised and just as they were about to clash … a pumpkin bomb came out of nowhere and engulfed the two of them in a thick green mist. As the Mongo princess was taken aback by this, she felt her knife hand being grabbed by a fiercely tight grip as Cap was being carried off by someone in what seemed like green armour. Though she couldn't quite make out the one who grabbed her, she made for a swing with her free hand, but found herself being kicked in the stomach. There was enough force in that one strike to send her hurtling several feet across the ground before crashing into some debris which gained the attention of several of her troopers. _

**Mongo Trooper:** Your Majesty!

_A few of them rush over to assist her, but as one grabbed the princesses upper arm, she slapped him away, insisting that she could take care of herself. As she got to her feet she looked over to see that the blue uniformed soldier was gone and replaced by another group of this worlds strangely dressed warriors. One of them … the one who kicked her, was wearing a similar armour to the boy she killed just minutes ago. But this one was different, his posture emitted a wave of confidence and strength that she doesn't see too often. In fact, she could still feel the impact his foot made to her stomach, never had anyone been fast enough to counter her fighting technique. She smirked under her helmet._

**Princess Aura:** Finally, things are getting interesting.

* * *

**A/N: Comment and Review. **


	31. Crossroads of Fate

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 30: Crossroads of Fate**

_The Web of Reality; __a three-dimensional construct in five-dimensional space which acts as a model of the entire__Multiverse__and enables travel between realities. When one gazes into the many windows of reality within it, the web will reveal the likely outcome of every possible scenario that the viewer desires. Which is why for the past several millennia, it has been Madam Webb's responsibility to maintain its power and to ensure that it's use is to only help maintain the balance of the Multiverse._

_It was by meditating in the presence of the Web of Reality, that Madam Webb was shown a vision that lead her to go against the wishes of her masters in order to prevent. This vision, though highly improbable, had unfortunately came to pass despite Madam Webb's efforts … the return of Ming. Since then, every probability that the Web had revealed to her had come true; the fall of the Shiar, the near extinction of the Skrulls, the abandonment of the cosmic … even the invasion of the planet Earth. Which according to her vision, would be where the fate of all existence will be decided. _

_In order to conceal her efforts from the gaze of the Fallen One; Madam Webb had retreated into a pocket dimension of her own creation, and uses the power of the Web to monitor the efforts of the Earthlings as they try to repel the Mongo war effort. But just as the Web had determined and despite her own warnings, it was clear that the humans were failing. Even their most powerful heroes and villains had begun falling in battle to the onslaught. Not even the Phoenix, an entity of great and terrible power and eventually fallen to the might of Ming. Although she had put up an amazing fight, it wasn't enough to halter the Fallen One … but there was still one hope._

_Peter Parker; the mortal that goes by the name Spiderman. According to her vision, he was the key to bring about the end of Ming, but "how" was still undetermined. She continued to observe the mortal as he continued to fight on, despite the odds stacked against him. Rallying his fellow heroes and standing strong against everything the Mongovians threw against him; this was enough to reaffirm Madam Webbs belief that he was indeed the one. But fear had gripped her when she had foreseen a crossroad in his future vastly approaching him._

_Princess Aura; The Crown Princess of Mongo and daughter to the Emperor Ming. Madam Webb had watched this entity with great concern as her abilities were unlike anything she had witness from a child of a cosmic, and now Spiderman will be forced to face her. Madam Web had been confident with Spidermans previous victories before, however if he were to lose this battle, it would lead to a series of events that will bring about the end that she feared the most. _

_But the outcome of this fight was undetermined. Peering through the windows of the Web of Reality, all she could do know was watch … and wait._

* * *

**Earth – New York – UN Building**

_With lightning like reflexes, the Mongo princess leapt over a projectile green car as it was thrown towards her by an enraged Absorbing-Man, while also using an energy shield to protect herself from Dominos incoming fire. As she landed on the ground, Aura picked up on Goblin zooming around on his glider in an attempt to flank her. As he threw several of his pumpkin bombs her way, the Princess readied her staff and used it to knock them away and towards Absorbing-Man and Domino as they tried to take cover._

_As this distraction is going on, Spiderman had managed to get Iron Spider to a "safe" spot, behind some large debris for cover, where White Tiger is trying to follow Capt. Americas instructions as she attends to his injures._

**Capt. America:** Make sure that bandage is fastened tight.

**White Tiger:** Ok … how's that?

**Capt. America:** You're doing good Tiger.

_Spiderman placed his "Iron-Man" counterpart down beside the captain and hurries to remove his friends helmet, but it looked like the suits "clampdown" was preventing this. Luckily, being the suits previous owner, Spiderman found a switch underneath the chin and pressed it. As the helmets faceplate opens up, the Web-slinger looked in horror at the state hid friend was in; face heavily scared, bloodied and skin as white as Tigers uniform._

**White Tiger:** Is he...?

_Her question was answered with Cho suddenly coughing up blood and struggles to breath._

**Spiderman:** Cho! Listen you're going to be alright, we'll get you patched up and…

**Iron Spider:** Spidey…? Cant … move…

_He starts wincing in pain as Spiderman desperately tries to remove Cho's armour, but all this does is cause his friend more pain. As tears rush down Cho's face, Spiderman realises there's nothing he can do, except take hold of his hand to comfort him._

**Spiderman:** I'm gonna get you out.

**Iron Spider:** I don't want to die…

**Spiderman:** Don't you dare say that

**Iron Spider:** I'm … scared…

_It tore Spiderman apart, watching as the teenage Spider gasps for breath slowly came to a stop and his eyes closed for the final time. Tiger was struggling to hold back tears of her own, while Cap just reached over with his free hand placed it comfortably on the dead teens shoulder. _

**Capt. America:** We do what we can but sometimes we can't save everyone.

**Spiderman:** No … no … no … NO!

_He starts beating his friend's chest with his fist and starts desperately ripping bits and pieces of the armour away before Tiger moves behind him grabs her husband's waist and starts pulling him off Cho's body. _

**White Tiger:** Spidey … Spidey … PETER!

_Spiderman eventually stopped beating the lifeless body and sat backwards into Tiger who held him close and placed her chin on his shoulder._

**White Tiger:** He's gone Pete … he's gone.

_For a moment, Spiderman just let his wife comfort him before turning a menacing glare upwards towards the ongoing battle between the rest of his time and Cho's killer._

**Spiderman:** Tiger … stay here, I'm ending this.

**White Tiger:** Not on your life, I'm going with you.

**Spiderman:** No, stay here and look after Cap.

**Capt. America:** I can look after myself kid.

_He draws a pistol from his holster with his free hand and cocks it, but Spiderman is undeterred as he turned sharply round to face Tiger._

**Spiderman:** Look, I'm not arguing with you on this.

**White Tiger:** Good because you wouldn't win anyway.

**Spiderman:** I'm not joking, this person killed Cho… and not to mention the incy wincy detail that you … are … pregnant!

**White Tiger:** Yes, I know and whose fault is that?! And have you forgotten this tiny detail…

_She grabs Spidey's arm and brings it up to her own, showing off the marriage bracelets on each of their wrists._

**White Tiger:** Warriors union remember … We honour and protect each other and the only way we do that is at each other's side.

_Taking in what his wife was telling him, and her stubborn expression, Spidey took a deep breath before finally giving in. _

**Spiderman:** Just stay behind me, ok?

_She cupped his cheek with her hand and rubbed him reassuringly._

**Capt. America:** Good luck you two and give her hell.

_As Cap began opening firing with his weapon from behind the debris cover, both Spiderman and White Tiger broke cover to join the rest of their team … unfortunately they weren't doing so well. Absorbing-Man had been killed, his body lying amongst the debris with his ball and chain wrapped tightly around his neck. New Goblin was nowhere to be seen while Domino was drastically running low on ammo in an attempt to keep the Mongo princess at a distance. However, it didn't take long for her pistols to run out and the Princess charged at the mercenary, who draw a combat baton in time to block an attack from Auras staff._

_The two of them continued to exchange blows, until Aura grabbed hold of Dominos waist with her free hand before kicking her hard in the chest, knocking her several feet away and landing hard on the ground. As Domino got to her feet, she was suspicious of the strange smirk the Princess was giving her and dropped back into a fighting stance. Unfortunately, the Princess merely raised her free hand up towards her face so that she could show the Earthling the pin she was spinning on her finger._

_Panic gripped Domino as she looked down towards her belt and saw that it had come from one of the grenades around her belt. She looked up sharply in time to see Spidey and Tiger heading towards her._

**Domino:** GET BAC...!

_In a matter of seconds, Domino disappears in an explosion that engulfs the surrounding area, sending chunks of debris everywhere. But thanks to his Spidey-Sense, the Wall-Crawler was able to grab Tiger and web-sling out of the way of the blast radius. _

**Princess Aura:** Bad luck.

_The Mongo princess noticed the newlywed heroes land back on the ground near where the mercenary use to be. Aura watched with an amusing smile as they foolishly morn their fallen comrade before calmly striding her way towards them._

**White Tiger:** Oh Domino…

**Spiderman:** No more!

_A menacing laughter echoed behind the pair and they turned to see the Mongo Princess walking over to them. _

**Princess Aura:** At last … You crawled out of hiding.

_In a burst of rage, Spiderman broke away from Ava and ran straight for Aura. She quickly drew her blaster and opened fired at the web-slinger, but Spiderman used his lightning fast reflexes to bob and weave around her shots before leaping up into the air, web-swinging around for a minute before dive bombing into a web-kick straight at his target. Though the princess was fast enough holster her blaster and protect herself with her energy shield, the sheer force of the kick was powerful enough push her back several feet._

_She lowered her shield just in time to notice White Tiger merely feet in front of her, razor sharp claws extended and began using her staff to defect all of the young hero's efforts to slash and stab her._

**White Tiger:** I'm going to rip up apart!

**Princess Aura:** Aww … are you mad that I shot, crushed and blew up your friends? If you'd like, I'll reunite you!

_As Tiger goes for a kick, Aura quickly grabs her leg and throws her to the ground. Just before she could deliver the finishing blow, something ensnares her from behind and yanks her off her feet. Pulling her backwards until she smacked right into a solid surface, immediately her hands were pinned up above her head by some strange web-like substance leaving her hanging up on the wall of the UN building._

_Surprised by these turn of events, the princess struggled with her bonds as the red and blue armoured human dropped down right in front of her. He took a few steps forward and punched the wall, narrowly missing her head, leaving a cracked imprint in the congregate. Obviously the human was attempting to intimidate her … an action she thought highly amusing._

**Princess Aura:** I believe this is the part where I'm supposed to be intimidated.

**Spiderman:** Order you forces to withdraw … before I lose my temper.

_The princess could only chuckle at the Wall-crawler, which only in raged him further._

**Princess Aura:** Well isn't this just cute. It's not often I find myself on this side of the restraints. There's something … exhilarating about it.

_This time Spiderman punches the wall on the opposite side of her head, however it didn't have the effect he wanted since the Princess didn't flinch. _

**Spiderman:** Don't make me ask a third time.

_Aura smirked under her helmet, she couldn't help but enjoy the position she found herself in. A moment later Tiger re-joined them, claws extended and looking like she was ready to pounce on the Princess. Next it was New Goblins turn to show his face, he swooped down and jumped off his glider to land just behind Spidey, noticing how close the two heroes were to their prisoner._

**New Goblin:** Feels good doesn't it … having someone else's life in your hands.

**Spiderman:** Where were you? You were supposed to help the others?

**New Goblin:** I was help keeping watch.

**White Tiger:** Keeping watch… Absorbing-Man and Domino are dead!

**New Goblin:** I know … I saw it.

_He takes out on of his pumpkin bombs and sets it on a lethal setting, before looking back at his teammates and having an almost gleeful tone in his voice._

**New Goblin:** So… do you want to kill her or should I? I mean you've had more practice but I figured…

**Spiderman:** We're not killing her. She's clearly in command of this assault and she's going to pull her men back.

**New Goblin:** Your joking right? Look at what she's done here; Ross, Winter Soldier, Cement brains, Hot gun lady … are you seriously not going to finish her for that? I'm surprised … normally you'd be the first kill off an enemy…

_Suddenly White Tiger turned sharply round and walked straight up to Goblin, almost sticking her face right up against his._

**White Tiger:** You better back off Osborn!

**New Goblin:** Kitty … I wanna see you make me.

_Before Tiger could react, Goblin pushes her aside, nearly knocking her off her feet. Enraged, Spidery turned his back to captive in order to deal with Goblin … a mistake that Aura was waiting for. With lightning fast reflexes, the Princess lifted up her lower body and brought her legs up to snap them around Spiderman's neck. He reached his arms up to try and pull her off but Auras legs were squeezing hard enough to choke the Web-Slinger, despite his protected neck, cutting off his air supply as he struggled to resist. _

**Princess Aura:** Next time … restrain every limb!

_Goblin smiled widely as this opportunity unfolded in front of him. He activated his bomb, but before her could throw it, Tiger kicked it out of his hand. At the exact same moment, Aura ripped apart the webbing restraining her hands, freeing her. She then raised herself up above Spideys head, forcing him to drop to his knees used the momentum to roll over him and with the use of her legs, flipped him clean over her and send him crashing into Goblin and Tiger. _

_Before she got back up, Aura saw the pumpkin bomb falling from above and rolled across the ground to catch it in her hand. The moment she done so, Aura got to her feet and threw it towards her human adversaries. Spider-Sense going off like crazy, however Spidey was still trying to breath air back into his lungs to react in time. Next thing he knew, White Tiger was pushing both him and Goblin out of the way as the bomb landed a few feet away from her and exploded. _

_Her amour protected her for the most part but the force of the explosion knocked her into the air and sent her tumbling to the ground. Spiderman franticly looked around for her until he saw her motionless body lying amongst some debris. _

**Spiderman:** AVA!

_He forced himself off the ground and web-swinged his way in a blind panic towards his wife and desperately lifted off bits of debris before removing her mask. Seeing Ava's face bloodied and bruised nearly broke his heart, but a wave of relief washed over him when he realised she was still breathing. _

**Spiderman:** Ava … Ava… can you hear me?

_He gently shook her to get a response, but Tiger was clearly out cold. Desperate to get her to safety, Spidey looked around to see if he could find Goblin, only to see him running over to him._

**New Goblin:** Is she…?

**Spiderman:** No, she's just knocked out.

_They both heard a far off laughter and looked over to see the Mongo Princess walking calmly over to them _

**Princess Aura:** Shame, I was expecting more of a challenge. Not the personal squabbling of children.

_Spiderman clenched his fists before addressing Goblin._

**Spiderman:** Harry … Get out of here.

**New Goblin:** What?

**Spiderman:** Take Ava and get to safety … Despite the way you feel about me, she just risked herself and our baby to save you! Just get yourselves out of here now … I'll deal with her.

_The young Osborn looked down at the unconscious White Tiger lying near his feet and back up to Spidey, with a grunt, he picked her up and called over his glider. But before flying off, he turned to Spiderman._

**New Goblin:** I'm doing this for her, not you. Don't do anything stupid like die on me … yet.

_He flew off, carrying Tiger in his arms and leaving Spiderman alone with the dangerous Mongo warrior. Unfortunately, Aura wasn't going to let them go that easily._

**Princess Aura:** The noble sacrifice, how touching. But pointless really since…

_She drew her blaster and aimed it up towards the green armoured human._

**Princess Aura:** I can never resist a moving target.

_Before she could pull the trigger, Spiderman had already web-zipped over to Aura and grabs hold of her wrist and tightened his own grip hard. For the first time, in what seems like a lifetime for the Princess, she felt a rush of pain shooting through her arm. Letting out cry before using her free hand to punch Spiderman right in his face, forcing him to pull Aura off her feet and fling her several feet away._

_The Princess landed hard on the ground but quickly recovered. As she got to her knees, Aura clutched her hand protectively. Even though the humans attempt didn't do any serious damage, she hadn't experienced the sensation of pain she felt in a long time, and that infuriated her._

**Princess Aura:** YOU … HOW DARE YOU … YOU … YOU INSOLENT INSECT!

_He glared up at Spiderman swinging over to land just in front of her. It pleased her to see that the force of her punch had clearly damaged his armours helmet, causing its visual display to short out. Aura watched as Spiderman removed his helmet and tossed it to the ground, but what she saw was enough to make her forget about the pain in her hand. _

**Spiderman:** I'm no insect … I'm Spiderman.

_For the briefest of moments Aura was captivated by the young human but quickly tore her attention away from Spidey's impressive features in order to block a powerful kick from the web-swinger. Immediately after blocking his kick with her arm, she made an attempt to sweep Spidey's standing leg, but was surprised that the web-swinger was fast enough backflip out of the way. Before he landed on the ground, Spiderman fired both his web-shooters past the princess and used them to pull himself into a powerful drop kick in a matter of seconds._

_Before he made contact, Aura pushed her flexibility to the edge by dropping to her knees and throwing her back backwards so far that her helmet scrapped the ground beneath her. As Spiderman past overhead, he quickly landed back on his feet and spun round to see the princess gets back to hers. He then rushed at her, fist ready to strike, but the moment he threw his first punch, Aura had already turned round to deflect his fist with her armoured shoulder so she could counter with an under cut. _

_But Spiderman avoided that as well; he was more determined and focused than ever, the mental image of his unconscious wife pushing him to be faster and stronger bring down this enemy, unfortunately she proved to be a foe unlike anything he and faced before. For every attack he avoided and countered, the Princess had done the same. Every time he tried to use web-shooters to slow her down, she quickly avoided, it was clear that she was adapting to his own fighting style unnaturally quickly. _

_It wasn't too long for Spiderman to exhaust himself to the point that the Princess was able to pin Spidey to the ground with her straddling him and her staff across his neck. Spiderman struggled to lift Auras weapon off as she leaned down so close that her face plate was inches from his own. _

**Princess Aura:** Spiderman … what a handsome face you have.

**Spiderman:** Too bad, I'm taken … besides I don't go for crazy.

_With a flick of his wrist, he used one of his web-shooters to yank a chunk of debris towards them and it smacked right into Aura's face plate. The force of the impact was enough to knock her off his chest and onto her back, giving him a chance to recover. Aura on the other hand was franticly trying to remove her now damaged helmet. The debris that struck her had made a significant cracks and dents along the face plate that it pressed hard against her own skin. Ignoring the pain, she managed to rip open the helmet with her bare hands._

_As she took a quick sigh of relief, to her horror, there was a small trickle of blood dripping onto the ground. In a mad rush she picked up the helmet and used its face plate to catch her refection. Her eyes widened in a furry unlike anything she had experienced before as she saw the small but noticeable bloody cut across her nose and right cheek. Though the face plate had protected her, it must have cut her as the metal cracked from the impact._

_Aura raised her hand and swept away the blood with her finger and examined it. She had shed the blood of her enemies for such a long time, but for the first time in her existence … she had seen her own. _

_Struggling to lift himself off the ground, Spiderman had managed to get up on his hands and knees before receiving a powerful kick to his stomach, collapsing him back onto the ground. Aura was standing over him and in a blind rage had started beating him furiously with her staff across every inch of his body._

**Princess Aura:** HOW DARE YOU! HOW DARE YOU…!

_Taking the Princess completely by surprise, Spiderman in a last effort had reached over with one hand to catch her ankle and used his amazing strength to roll over and pull her off her feet and slam her to the ground on his other side. After that … he had slipped into unconsciousness._

* * *

_Spiderman found himself on his knees and sounded by complete darkness, until a soft spotlight illuminated the ground a few feet away from him and revealed the beaten body of White Tiger. In a panic, he crawled his way over to her and tried to shake her awake. After a few moments, Tigers eyes shot opened, looked directly at him and spoke in a voice that echoed around him._

**White Tiger:** You were supposed to protect me … me and our baby!

**Spiderman:** I am … I mean … I trying...

**White Tiger:** You let Harry take me away, when you know what he's become.

**Spiderman:** He's my friend … I know I can help him.

**White Tiger:** You're willing to risk us for him?

**Spiderman:** ….

**White Tiger:** LOOK AT ME!

_Everything goes black as the echoing, menacing laughter of Hobgoblin rings all around him. However, it didn't take long for the laughter to diminish while at the same time his vision starts to return to him and his sense begin kicking in._

* * *

_Spiderman opens is eyes to see that he's back outside the UN Building, only now he can feel himself bound and on his knees alongside Capt. America and Commander Hill. He looks around to see that they were being guarded by two robed guards and that the rest of the defence force stationed here have been either captured or killed. Squads of Mongo troopers escort S.H.I.E.L.D. and Bpaa Thap prisoners away as more enemy reinforcements arrive. _

**Spiderman:** What's … what's going…?

**Commander Hill:** They've taken the building, some of our men are still down in the basement protecting the bunker … but they won't last much longer.

_The Wall-Crawler couldn't believe what her was hearing but his attention was quickly drawn to the sound of voices talking just ahead of them. He looks up to see several Mongo officers standing in the presence of the Mongo warrior he was fighting before. She was sitting on some debris while a nervous medic was attending to her._

**Mongo Medic:** Your wrist is bruised but will heal fine, as for your … err, if I may?

_He takes out a "pen-shaped" device and holds it up to Aura. Without a word, she gracefully sweeps her long silver hair away from her face with one hand and allow the medic use the "pen" to draw down the small wound on her face._

**Princess Aura:** Continue Commander.

**Mongo Commander:** Yes … well, We've received reports from all fronts; the human forces are still putting up a fight but they're being pushed back successfully. Your men have already secured most of this strongholds ground level and it won't be long before we control the lower levels and reach the leaders of this world. All enemy personnel have been secured and are being readied for transportation.

**Princess Aura:** And my father.

**Mongo Commander:** His ship should be entering the planet's atmosphere any moment now.

**Princess Aura:** Very good.

_The medic finished with his procedure and began packing away his equipment._

**Mongo Medic:** Your wound is successfully closed, whether the scar will fade is another matter…

**Princess Aura:** I understand … you may leave.

_The medic retrieved his equipment and offered Aura a distinct bow before leaving._

**Mongo Medic:** Your majesty.

**Spiderman:** Majesty?

**Honour Guard:** Quiet human!

_The guard struck Spiderman's head with his staff, which caught the attention of the rest of the Mongo ensemble. The Mongo Commander hurried over to the bound heroes, a look of contempt clear shown across his face._

**Mongo Commander:** Which of you was it? Which of you dared lay a hand upon her.

**Capt. America:** Injures is unavoidable in warfare, she's luckily to only get a scratch.

_The Mongo Commander lost his temper and upholstered his blaster before starting to pistol whip the Avenger. However, even severely beaten, Cap was able to take the pathetic beating that he was undergoing._

**Princess Aura:** Commander, stay your hand!

_He complied without question as the Princess got up and walked over to them. She looked down at Cap for a moment before addressing him._

**Princess Aura:** I expected a lot more from a warrior such as you. You have the bearing on one who has fought through much … You on the other hand.

_She turns her attention to Spiderman, sliding over and kneeling down in front of him. This was the first time that Spidey could get a closer look at her face. He wouldn't have guessed that this woman had ever been in a fight; her hair was well kept and splinter-less, her lips her un-cracked and soft and her skin was smoothed and undamaged … for the most part. The Mongo woman stared at him intensely then began caressing her "injured" cheek. _

**Princess Aura:** You handled yourself well for one as young as you.

**Spiderman:** Well it looks like I've got time to spare … if you want lesson.

**Princess Aura:** Cute … but, you aren't without potential.

**Spiderman:** Well I'm not the only one … there are many more like us, more powerful and ready to fight to our last breath.

**Princess Aura:** Yes … the failure of our first attempt to seize your world was a surprise to all. But in the end all it did was earn my father's full attention.

**Spiderman:** Your father?

**Princess Aura:** The Emperor of Mongo; Ming the Merciless.

_Immediately when she said his name, every Mongovian nearby performed their salute and chanted "Hail Ming" several times. _

**Princess Aura:** All you have down is brought forth his wrath, his grand armada, in the indent on wiping you all out … does this frighten you.

**Spiderman:** If you were going to kill me, you would have down it already.

_Aura stood back on her feet but didn't look away from Spiderman._

**Princess Aura:** Kill you? I have no plans to kill you … yet.

_As if on cue, the Princess receives an incoming message on her communicator._

**Princess Aura:** Speak.

**Honour Guard:** _"Your Majesty, we have successfully secured the bunker of the human leaders … what are your orders"_

_Aura chuckled and pressed a button on her communicator, suddenly a holo-screen appeared in her hand and it showed the World Security Council, most of the world's leaders, restrained on their knees with guards standing behind them. The Princess gives Spiderman a very stern look._

**Princess Aura:** Here is a perfect opportunity to test that human resolve that you are so confident in. I have the leaders of your world at my mercy and it is clear that this stronghold is not the centre of your planets military command. You will tell me Its true location or you leaders will be executed.

**Commander Hill:** NO!

**Capt. America:** They're unarmed!

**Princess Aura:** Silence! This decision is you this young human and him alone.

_She kneels down and grasps hold of the back of Spiderman's head._

**Princess Aura:** If you tell me, I will spare their lives, yours and everyone under your command … including your little friends from earlier.

_Spidey's mind was racing fast; what should he do? He can't let innocent people die, but if he gives up Bangalla then everything is lost._

**Princess Aura:** Come now … I don't have all day.

_He didn't have a choice._

**Spiderman:** Then you better just kill us because as uncharacteristic as it is … I'm not talking.

**Princess Aura:** Have it your way.

_She turned her attention back to the communicator._

**Princess Aura:** Kill them.

_The sounds of their screams could be heard from Auras communicator and she couldn't resist the need to turn up the volume._

**Spiderman:** NO!

**Capt. America:** STOP!

**Commander Hill:** YOU SICK BITCH!

_BANG! Commander Hill collapsed to the ground dead with a blaster bolt to her head from the Princesses own blaster._

**Princess Aura:** I'm getting very sick of that word.

* * *

**Madame Webb's Dimension **

_All Madame Webb could do was watch as events unfolded. Looking through the Webb of Reality, she watched as Spiderman and Capt. America were being led away by Mongo forces as she could hear the Princesses words._

**Princess Aura:** _"Take these two away for questioning and then prepare them to be processed."_

**Madame Webb:** So it is how I feared.

_With the outcome of the fight between Spiderman and Aura, Madame Webb knew that the downfall of Earth was immanent … unless she does something now. Luckily she already had her move prepared and it was time for a slightly more direct involvement. The entity turned away from the Webb to face the ones she had brought to carry out her wishes. _

**Madame Webb:** You know what you must do. You're his only hope.

* * *

**A/N: Comment and Review**


	32. Ghosts of the Past

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 31: Ghosts of the Past**

**Bpaa Thap Command Centre – Bangalla **

_Being the Director of S.H.I.E.L.D. is no small feat; one needs to be proactive, tactical and willing to make tough decisions, not to mention being level headed in the most stressful of situation. Even through Nick Fury has proven himself as a prime example of these traits, even his legendary domineer has been tested from time to time … but never like this._

_For the last few hours, he has been receiving nothing but negative reports from the battle fronts all over the world; Peak station destroyed, Astro-carriers dropping out of the sky, and the loss of so much ground against Mongovian forces. He knew that the SMITE initiative was a risk but had hoped it was enough to turn the odds back in Earths favour, but that gamble proved unsuccessful and with the reports of a city sized Mongo ship entering the planet's atmosphere … Fury had played his final card._

**Director Fury:** We don't have a choice.

_He turned towards Moonstar with a solemn look across on his face, who only gave him a sad nod in response. She approached the console that Fury was working on and entered a command code which gave the Director the access he need._

**Director Fury:** I'm initiating Protocol 596 … all forces, disengage enemy forces and withdraw to rendezvous sectors, we're going underground.

* * *

**New York City**

_Despite the original plan; Phantom was unable to confine himself to merely fighting from a secure building. When it was clear that Fisk's building was going to be compromised, Phantom along with a small detachment of Bpaa Thap soldiers had abandoned their station and started engaging the Mongovians in the surrounding streets. Whether its urban or wild surrounds, the Jungle Patrol adopts a more guerrilla styed offence, which is their speciality. Hiding admits the ruined buildings, structures and vehicles, Phantom and his men lay in wait for Mongo forces as they push back military or S.H.I.E.L.D. soldiers. _

_Numerous squads of Mongo troops have already fallen to the prowess of the Phantom, striking when they least expect it. Whether its snapping their necks from behind, leading them into laid traps or picking them off with expert marksmanship skills, Phantom and the Jungle Patrol provide to be a formidable force to their enemy. While taking down another group of Mongovians, Rocketeer swooped down from above and headed straight for them. _

_After Phantom ordering his men to take cover, Rocketeer began scorching the surrounding area of enemies. When she was done, Phantom came back into the open and waited for Rocketeer to land right in front of him._

**Phantom:** Appreciate the save, but I already had the situation under control…

**Rocketeer:** That doesn't matter … Protocol 596 has been activated.

**Phantom:** Is this a joke?!

**Rocketeer:** We need to go now.

_Before he could offer a retort, he was called over by one of Lieutenants as he rushed over to the two Leaguers._

**JP Soldier:** Ghost who Walks, our scout just reported in. There's a large detachment of enemy troops heading straight for us.

**Phantom:** Get everyone into position and…

**JP Soldier:** No Ghost who Walks, we will stay and buy time for your escape.

**Phantom:** No!

**Rocketeer:** Kit…

_He rounded on her and shouted at her._

**Phantom:** I am not leaving my men to…

**JP Soldier:** It is our duty … and our honour, Ghost who Walks.

_He offered Phantom a salute before leaving the pair of Leaguers to re-join the rest of the Jungle Patrol. Phantom was about to join them but he was stopped by Rocketeer, who gave him a stern look. Sighing in defeated, Phantom reluctantly agreed to go with her._

* * *

_Elsewhere in the city, Zorro rides through the streets on Tornado Z while five Urso riders give chase. Luckily they didn't know the city like he did and after several turns down alleyways, change of directions and cleaver misdirection's, Zorro was able to turn the tables and sneak up behind them without their knowledge. As the Tornado Z drew closer to the Urso rider at the rear, Zorro stood up on the motorcycle and leapt up onto the beast. Before he knew what was happening, the rider found himself being thrown from his mount and ran over by the sentient motorcycle._

_Zorro then guided the beast to run alongside another Urso, when its rider noticed the beast getting closer, he turned his head only to be met by Zorro's foot as he gets kicked right in his visor and gets trampled by his own beast as he drops under it._

_He encourages his Urso to keep going so that he could reach the next rider. Just before he reaches it, Zorro flips himself round so that he's sitting in the opposite direction. When he reaches level with the next rider, Zorro playfully taps him on his shoulder to get his attention._

**Zorro:** Senour.

_He smiles cheekily before striking the rider in the face with his fist and send him toppling off his beast. Flipping himself back round, Zorro rides the Urso towards his next target, this time two Urso's riding side by side. When he gets closer, Zorro steps up onto the Urso's head and leapt forward … balancing himself between the beasts, one foot on each one. Both riders felt something grabbing their shoulders and after turning round, Zorro let out a heartfelt laugh before grabbing each of their heads and smacking them together. _

_Still standing between the beasts, Zorro guides them behind the last remaining rider before leaping onto his mount and using his sword to slice through the straps of the Urso's saddle, causing it to slip off … taking its rider with it. As the unfortunate Mongo dangles underneath his mount, the Tornado Z rides up beside it to allow Zorro to jump back onto his motorcycle and rides off without the fear of being followed._

* * *

**S.H.I.E.L.D. Triskelion**

_Despite receiving their recent orders, Hornet knew that it would be all for nothing if the enemy manages to gain accesses to the S.H.I.E.L.D. mainframe. Using the chaos of the ongoing battle occurring outside the facility as cover, Green Hornet and Kato managed to sneak their way inside so that Hornet could upload a data wipe to the entire S.H.I.E.L.D. system. Luckily it was easily enough to locate and gain assess to the appropriate terminal in Fury's office. While Hornet is busy hacking his way into the database, Kato stands watch by the door. _

**Kato:** How much longer?

**Green Hornet:** This isn't some NSA desk jockey's terminal … this the personal security terminal of the Director of S.H.I.E.L.D., I'm talking fire walls, cyber-locks, retina scans, bio-analyses, 12-character password, the whole works.

**Kato:** How long?

**Green Hornet:** Two minutes … three tops.

_She smiled at her lover's cockiness, Hornet was always happiest whenever he was face to face with a system that needed to be cracked. It made her feel better seeing him like this, especially after their last morbid conversation. _

**Green Hornet:** I'm in, should take about 10 minutes for me to wipe everything… oh! What's this? An unauthorised breach into the D.A.Y.C.A.R.E. sector.

**Kato:** You stay here and finish up … I'll have a take a look.

* * *

**Triskelion** **\- D.A.Y.C.A.R.E.**

_The Coulson Nanny-bots seem to be largely undeterred by the situation taking place outside its stationed area. They've been merely continuing with their programed routine, that was until the door of the D.A.Y.C.A.R.E. centre opened unexpectedly._

**Nanny-bot 2.3:** _"This area is off limits to non-bottom wiping personnel"._

_Bang! The Nanny-bots head exploded as a result of blaster fire and before any of the other Nanny-bots could react, they were all taken down in seconds by the intruders' blaster as she steps into the centre. Stepping over the remains of Nanny-bots, the intruder begins searching franticly throughout the centre, knocking down drawing boards and flipping over tables. Until she comes across the beds and hears something hiding underneath one of them. She drops to the floor to get a better look and finds a small child of about 4 years old hiding in terror from her._

**Iron-Maiden:** Temur … its ok … I'm here now.

**Temur:** Go away … go away …

_It broke her heart to see the boy in this state, she takes out a small data pad and gently slides it under the bed towards him. The boy could see that there was an image shown of the same woman in front of him holding an infant in her arms. _

**Iron-Maiden:** Temur, listen to me … I'm … I'm … your mother.

**Temur:** Huh?

**Iron-Maiden:** You're my baby boy … and we need to leave this place, it's no longer safe here.

**Temur:** Why haven't I seen you? Why did you leave me here?

**Iron-Maiden:** Sweetie, I swear I'll tell you everything later, but right now … you need to trust me.

_Hesitating for a minute, the 4-year-old gingerly crawled his way towards her. When he was within reach, Iron-Maiden grabbed hold of him and gently pulled him out from under the bed and carry's him in her arms out of the D.A.Y.C.A.R.E. centre. However, Iron-Maiden hadn't even turned the first corner before nearly running into Kato, blocking the hallway leading to the only elevator._

_For what seemed like an eternity, the two women just star each other down, Iron-Maiden carefully charges up one of her repulser while Kato stands her ground. _

**Green Hornet:** _"Kato, that's the upload finished … have you discovered our "unauthorised access"?_

_Kato just continued to gaze at Iron-Maiden and the terrified child clutching around her neck. Without saying a word to the Brotherhood Lieutenant, Kato activates her communicator._

**Kato:** Its nothing … there's nobody here.

**Green Hornet:** _"Well we don't have much time to deal with it anyway, I'll meet you back at the Black Beauty for Evac"_

_She shuts off her communicator and looks back towards Iron-Maiden._

**Kato:** Best stay clear of the main entrances, take the lift to the lower basements … you should still find some vehicles there.

_The Leaguer leans back against the wall to allow Iron-Maiden to pass through. Without a word of thanks, Iron-Maiden carries her son over to the lift and uses it to take them both to the facilities basement. Still unsure whether what she did was right, it wasn't the time to debate. Instead Kato opened the doors to the elevator shaft and began making her way back to Hornet._

* * *

**UN Building**

_Exhausted, weak and bound; Spiderman, along with Capt. America, found themselves being escorted under heavy guard towards one of the many Mongo transports that were starting to land along the outskirts of the UN building. As they walk along the wreckage and debris, Spiderman looks around at the destruction caused by the previous battle; cracked and busted road concreate, buildings practically toppled over. He looked over to see the rest of the city across the water and saw skyscrapers engulfed with flames while more and more Mongo ships begin cluttering up the sky as the sun was beginning to set. _

_As they approached the transport, Spiderman could see other S.H.I.E.L.D. and Bpaa Thap prisoners being loaded up onto other surrounding transports. Many of them looked bloodied and beaten, most looked like they were suffering from injuries that the Mongovians hadn't bothered to treat. As one soldier collapsed to the ground, a Mongo Trooper hurried over and began beating him with the butt of his rifle, shouting at him to get up._

_Suddenly the Web-slingers mind turned to the Captain, he looks to his side to see that cap looked deep in thought with his eyes closed and head down. Spiderman was still amazed that cap was able to take the beating that he did and still stand, let along walk afterwards. They soon stopped and waited for the transport hatch to open, when it does so, they were thrown into empty cages as one of the guards activated the energy shields that contained them. _

**Spiderman:** Hey Cap … don't worry, we're not out of this yet.

**Capt. America:** I … know … kid.

**Spiderman:** Any ideas for getting out of this?

**Capt. America:** Still … working … on that … part.

**Spiderman:** Yeah … same here.

_The hatchway of the transport closed, leaving the two heroes alone with three guards and waiting to be taken off to who knows where, Spiderman's thoughts fell only on Tiger and the tiny life inside her. He was wondering if he was ever going to see her again when he realised that they seemed to still be waiting. From what Spidey could tell, the ship hadn't taken off yet and even the guards seemed to be a little confused about what's going on._

**Spiderman:** What, has there been a delay at check-in or something? Also what's the in-flight movie going to be? Anything by Adam Sandler…

**Mongo Trooper 1:** Quiet prisoner!

**Mongo Trooper 2:** 38421, what's the holdup? 38421, do you copy?

_The trooper got no response from his communicator._

**Mongo Trooper 1:** What's going on out there?

_The trooper listened, as did Spiderman. He could hear the faint sounds of blaster fire, shouting and screaming coming from outside. _

**Mongo Trooper 1:** We better get out there; you stay with the prison… WHAT ARE YOU…?!

_He was addressing the third trooper, when suddenly he had drawn his side arm and shoot his fellow Mongo in the head and the other on in his back before he could turn around. Without saying a word, the trooper had walked over to the cages Spidey and Cap were in and deactivated them, before moving over to the entrance hatch control panel and punched in the code to open it._

**Spiderman:** Err … thanks man, are you one of Fury's…

_Before he could finish his sentence, the trooper had placed the barrel of his side arm against his temple and pulled the trigger. To say that Spiderman was shocked would have been an understatement, but quickly he shook himself back to his senses and rushed over to help Capt. America back to his feet._

**Capt. America:** What … what just happened?

**Spiderman:** I guess that the movie was "Jack and Jill". Cap, we need to get out of here.

* * *

_Half supporting Cap, Spiderman managed to make his way out of the open hatchway of the transport and back outside. What he and Cap saw was enough to frighten the life out of him. Mongo trooper were collapsing to the ground, screaming and clutching their heads, while others were engaged in combat, firing away as if the previous battle was still ongoing, only this time they were fighting their own._

_A few Mongo Troopers though seemed to be unaffected by what was afflicting the others. Baffled and panicked by what was happening, these troopers tried to flee the chaos occurring around them. But before they could get far, they were pulled back by an invisible hand and were tossed to the ground. As one rose to his feet, he was suddenly picked up off the ground and jerked about as if being punched in the gut several times before being flung several feet away. _

_Before the other troopers could recover, they were once again beaten down by an invisible force. While trying to use the surrounding chaos as a chance to slip away, Spiderman and Capt. America only managed to make it a few yards before being stopped by a few more unaffected troopers._

**Mongo Trooper:** Halt! How are you doing this?!

_Before Spiderman could say anything, the trooper had his rifle torn away from him and suddenly bashed across the head with it. Before the others could react, the rifle had already shot two of them in the chest just as the last one began fleeing in terror. He didn't get too far as he suddenly tripped to the ground by the unknown presence and began crawling backwards while screaming at the top of his lungs._

**Mongo Trooper:** MING! OH MING HELP ME!

_And to Spiderman's astonishment, the trooper got a response, in the form of a malicious laughter that seemed to echo around the whole area, a laughter that Spiderman recognised all too well. As he looked down at the frightened Mongo, Spidey's heart raced as he seemed to be the only one who noticed a single dark silhouette belonging to nobody on the ground right in front of the Mongo._

**Capt. America:** Spiderman … what is it?

**Spiderman:** It … it can't be.

**?: **MUHAHAHAHAHAHAHAHAHAHAHAHA!

**Spiderman:** … Shadow?

_As if on cue, a figure appeared right before them __wearing__ a huge flowing, red-lined black cloak, a long red mouth-and-chin scarf, a black double-breasted__trench coat along with a wide-brimmed black__slouch hat__. _

**Shadow:** The weed of crime bears bitter fruit … but the crimes of you and your kind, are too sour to stomach.

_In a fit of rage, the trooper pulled out a military grade knife and lunged at Shadow, but he was too slow for the Leaguer as Shadow emptied a clip of his __Browning .45-caliber into the alien's chest. After the trooper lay lifeless on the ground, the Shadow turned around and walked calmly over the two heroes. Spiderman, was still in shock over this new development that he nearly missed Shadows first words to him in "literally" 85 years._

**Shadow:** Hello again … old friend.

**Spiderman:** Shadow? But … what, who, how?

**Shadow:** Now is not the time for questions, we need to get out of here now.

_He strides over to Caps other sides and helps Spiderman to carry him onwards past the frenzied troopers around them. _

**Capt. America:** Its … you.

**Shadow:** Indeed … It's been a while Captain.

**Spiderman:** Wait, how do you …?

**Shadow:** Spider, though I am pleased to see that your inquisitive nature has not dampened since last we met. Perhaps you could hold off your inquiries until we reach a safer location.

_The wall-crawler just gave him a blank stare as Shadow rephrased his statement._

**Shadow:** I'm happy to see you … now shut up.

_Shadow then led the heroes towards the north side of the UN building where the few remaining S.H.I.E.L.D. dropships that were undamaged by Mongo forces are located. As they got closer, Spiderman notice that the surrounding Mongo troops were no longer frenzied and had collapsed onto the ground, which forced Spiderman to ask tactfully._

**Spiderman:** What did you do to them?

**Shadow:** I hypnotised the entire area, made them witnessed horrors unimaginable to any sane man. Not as suitable a punishment than I would prefer, but time was against me.

**Spiderman:** Some didn't seem to affected by it.

**Shadows:** Make no mistake, my powers are impressive but even they have their limits. A strong enough mind can resist me and these creatures proved themselves a challenge. The after effects won't last too long, so we must hurry.

**Spiderman:** What about the other prisoners…?

**Shadow:** They've been attended to.

_He gestures over to the dropships now in view and Spiderman could see that the S.H.I.E.L.D. and Bpaa Thap prisoners were already preparing the vehicles for Evac. It seemed that only the injured soldiers were being loaded on, as the able ones were planning to stay and regroup into hiding. Spidey and the others reached the last dropship with space and the leaguers helped Capt. America on-board. _

**Spiderman:** Shadow … I don't know how you're here. But thank you. I suppose you're wondering what happened here…

**Shadow:** We know.

**Spiderman:** Of course you know… wait, we?

_Before Shadow could respond, a S.H.I.E.L.D. agent ran up and called over to everyone. _

**S.H.I.E.L.D. Agent:** Everyone get aboard! We've got Mongo forces inbound.

_Spiderman looks round and sees several Mongo troops fighting their way towards the dropships against some Bpaa Thap soldiers._

**Shadow:** It appears the effects wore off quicker than I hoped. Spiderman, stay with the Captain … we'll handle this.

**Spiderman:** Wait, who's we?

_Ignoring him, Shadow took a few steps forward and drew both his pistols. Suddenly, Spiderman heard the distinct sound of a rocket pack dropping out of the sky and landing right beside Shadow, reviling another familiar figure from Spidey's past. _

**Capt. America:** R … Rocketeer?

**Spiderman:** Cliff?

**Rocketeer (Cliff):** You know; this isn't exactly how I planned my day to end.

**?: **What's the fun in a plan anyway … darlin?

_Hearing the sound of that voice was enough to make Spiderman's feel like it was going to beat its way out of his chest. Out of the corner of his eye, as if in slow motion, he saw the familiar slender frame of a women, one of the most important woman in his life walk into view, spinning one of her revolvers in her hand and move to stand on Shadows opposite side. She was taller than he remembered, dawning a long brown leather trench coat and sporting the Stetson he knew all too well. She looked over her shoulder to look directly at Spiderman and offered him a warm smile._

**Spiderman:** … Jackie?

_She didn't say anything, only tipped her Stetson to him before having her attention drawn back Shadow._

**Shadow:** Keep focused Cloud … we're not out of this yet.

**Swift Cloud:** Oh Spooky you're such a gospel sharp, let's just clean their plows.

**Rocketeer**: Ladies first.

_Just as the first wave of Mongo troops were within range, Cloud drew her second revolver, preformed a quick spin with them and with lightning fast reflexes, open fired and mowed down the first eight troopers with precision shoots to the head in only seconds. As more Mongos appeared, Rocketeer fired up his rocket pack and soared into the air. While avoiding blaster fire from below, Rocketeer hovered above a group of troopers and raised his left arm at them, within seconds a burst of flames streamed from his wrist device and engulfed the Mongo troops, burning them to death._

_Meanwhile, Shadow had run head first into the fight, unloading his pistols into every trooper he came across. Spiderman was impressed to see that his skill with twin pistols was as sharp as ever, every time a new opponent sprung up to shoot him, he reacted fast and took them down in only a few hits. Two Mongo heavy troopers came into view and fired explosive rounds right at Shadow, but before Spidey could warn him, Shadow had already used his powerful telekinetic ability to throw the rockets off course and exploded on the ground yards away from him._

_Swift Cloud on the other hand, casually strolled about the battlefield. It was clear to Spidey that Clouds abilities had grown more powerful since he last saw her. Clouds quick draws were so fast; her arms were like blurs. While constantly firing from the hip, she made it impossible for anyone to get close to her. She was so fast at reloading her revolvers that any onlookers would think her weapons had unlimited ammo. _

_This continued on for several minutes as the S.H.I.E.L.D. Dropships began to take off, taking the injured to safety. Most of the soldiers staying behind had fled into hiding, but a small number remained to watch in awe at the combined fighting prowess of these legends. It didn't take long for more Mongo troops to show up, which only provided more target practice for the Leaguers … that was until their ammo was starting to run dry. The three of them regrouped and stood back to back with each other, guns raised and still taking down alien soldiers._

**Swift Cloud:** Well aint this a hootenanny of a time.

_She performs on of her famous ricochet trick shots to kill a Mongo hiding behind debris._

**Shadow:** We have to give the others time to escape, don't give them an inch.

_He takes down a couple of troopers with his twin pistols. _

**Rocketeer:** Err … guys.

_He points over to the UN building and the Leaguers show a detachment of Mongo walkers moving into position from around the corner._

**Rocketeer:** I think now might be a good time to skedaddle.

_He uses his Browning pistol to shoot a Mongo in the chest._

**Shadow:** Indeed, a tactical retreat might be in our best interest.

**Swift Cloud:** Forget that, lets high tail it outa here.

* * *

_They about turn and head straight for the last remaining dropship with Spiderman inside. As the remaining soldiers provide some cover, they climb into the dropship and order the pilot to take off. Their dropship gains altitude, but the walkers were now in position and started opening fire._

**S.H.I.E.L.D. Pilot:** HOLD ON!

_The dropship navigated its way throughout the buildings of New York, as Mongo forces open fired upon them. Thankfully the buildings provided excellent cover for their escape, and it didn't take too long from them to gain enough distance to be out of danger. Spiderman let out a sigh of relief before turning to his fellow founders._

**Spiderman:** You guys were amazing … I couldn't…

_It wasn't possible to complete his sentence, Cloud had already closed the distance between the pair of them and went straight in for a kiss, taking the web-head completely off guard._

**Rocketeer:** Well, she didn't waste any time.

* * *

**A/N: Comment and Review**


	33. The Long Trip Back

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy **

**Spiderman: **Hey guys, just before we get started I have a message from Prosp88. He says to keep an eye out on the Facebook page, apparently there's going to be some information posted soon regarding prints and photographs that while be available soon.

And on a separate note, I'd just like to say "Merry Christmas" "Happy Holidays" "Happy Honokaa" and so on to all you wonderful readers. Also have a Happy New Year and hope to see you all again in 2017 … now on with the show.

* * *

**Chapter 32: The Long Trip Back**

_**(Spiderman) Oh … hey there. Now, normally this is the part where I'd crack a few awesome one liners while you bask in my comedic genius. But too much has happened recently for any of that to be important … Huh, never thought I'd ever say that … times really are tough right now. **_

_**Here's the quick rundown; See … these really bad alien's called Mongovians have invaded Earth. We've tried to prepare and fight them off … but that didn't work. S.H.I.E.L.D. is gone, the Peak destroyed, the Nova … we lost contact with Sam hours ago. Iron Spider, Domino, Red Hulk, Winter Soldier, just to name a few … gone. Tigers was injured in the fight … I have no idea what condition she's in, only that my former best friend, Harry Osborn, is with her. I don't know whether that's a good or bad thing.**_

_**I was nearly facing capture myself, ready to be taken away to who knows where, but who should save me but by my friends from the old League … yeah that's right, you're reading this correctly. Not my friends from the League of this time, but the original League … the one that helped me save New York of 1930's from the Goblin. For those of you might not know, these guys are the stuff of legends. I mean some of these guys were the inspiration for most of the modern superheroes today … especially the Shadow. Seriously, if being a S.H.I.E.L.D. Academy graduate was like having a high school diploma, an Avenger having a master's degree, then this guy has a PHD on being a superhero. **_

**Shadow:** The young never ceases to amaze.

_**Lamont Cranston, the Master of Darkness; See … this guy was the original defender of New York, he saved me when I first found myself in his time and he was the first to help me in my battle against Goblin. Let me put it this way; Capt. America once taught us He possesses powerful psychic abilities; Hypnosis, Illusions, Invisibility, Telekinesis, Telepathy to name a few. But if that's not enough, he's highly skilled in unarmed combat, marksmanship, detecting and even escape artistry.**_

**Rocketeer:** Oh leave them be Spooky, she hasn't seen him in five… eighty… hold on this is a head scratcher.

_**Cliff Secord; my friend Sarah's grandfather and the original Rocketeer. This guy was just your regular hot shot racing pilot and Barnstormer, before he stumbled across a prototype jetpack hidden in his plane that Hydra wanted to get their hands on … talk about being dropped right in it. if you ever need a pilot for a secret mission you couldn't find anyone better. You know he actually didn't want anything to do with the League at first … He was only hired as a pilot to take us to Mexico, but life changing event led to another and before he knew it, he was fighting by our side against Goblins army of Symbiotes.**_

**Rocketeer:** But Christ, Cloud … let the poor guy breath.

_**Which brings me to my next … old friend. Jackie Kane; Swift Cloud and the fastest gun in the west. That's not an exaggeration, thanks to the tribal powers she inherited from her outlaw father (don't ask) she can out run a jaguar easily and fire off 12 rounds from her revolvers in 1.5 seconds. See when we first crossed paths, she was on the hunt for Goblin after he had destroyed her home town and killed her dad with his sick experiments. So with both of us hunting Goblin we became close, very close … see Jackie's sort of my … ex-girlfriend … kinda, it wasn't serious … maybe… wait, that reminds me…**_

_Spiderman places his hands over Clouds shoulders and gently pushes her away, braking the kiss. However, Cloud looked like she was done anyway._

**Swift Cloud:** It's been a long time city-slick.

**Spiderman:** Yeah … Look … Not that I'm not happy to see you … all of you…

**Swift Cloud:** But you're balled up on how we're standing here … right?

**Spiderman:** That's one way of putting it.

**Swift Cloud:** Spooky, you're good at yarning the hours away, how about you take it from here.

_She sat down on a nearby seat, pulling Spiderman down beside her as Shadow looks over to them._

**Shadow: **I suppose I should start at the beginning.

* * *

**France - 1943 - North-Eastern Line **

_**(Shadow) For weeks, the League had been traversing covertly across Nazi occupied France. That was until we were ambushed in a small town by a Panzer tank division while trying to cross the border into Nazi Germany. Cloud, Rocketeer and I were separated from the rest of our comrades, but before we could create an opening for us to slip through the enemy forces, we ran straight into tank fire.**_

_Rocketeer flies over a group of Nazi soldiers taking cover behind some debris and used his new flamethrower to force them to scatter into the open ground and get taken down by Swift Clouds impressive marksmanship skills. Just as Shadow uses his powers to make himself invisible to the enemy as he navigates his way around the battlefield and stealthily takes down unsuspecting soldiers. _

_Before he takes down the last few soldiers, Shadow was suddenly bombarded by a rain of fire coming from a machine gun nest, perched up in the second floor of a building at the end of the street. Fortunately, Shadow was quick enough to take cover in a nearby shop as the street is torn apart by machine gun fire._

_**(Shadow) Rocketeer … I require your assistance.**_

_**(Rocketeer) On my way.**_

_He landed on top the roof of another nearby building, with a clear line of sight of the machine gun nest._

**Rocketeer:** Let's hope Hornet come through for me again.

_He raises his right arm and presses a switch on his wrist device. A second later it fires a miniature projectile right towards the nest, as it hits Rocketeers intending target, the entire floor of the building explodes, taking out everyone inside._

**Rocketeer:** Wow, this has quite the kick.

_Suddenly, there was an explosion on the floor beneath him and the roof collapsed from under him. As he fell several feet, Rocketeer was able to activate his jetpack in time to save himself._

**Rocketeer:** What the hell was that?!

_**(Swift Cloud) We got trouble coming in from the east.**_

_When Rocketeer looked behind him, he saw a line of German Panzer tanks approaching down the far end street, one of them had clearly just fired in his direction._

**Rocketeer:** Those on the other hand … have a bigger kick.

_He headed straight to the ground, just as the tanks open fired, bombarding the streets that the League were in. Debris was flying everywhere as the three Leagues fled the area, hoping to find cover elsewhere, but as they rounded a corner, they were suddenly bombarded by mortar shells._

**Shadow:** TAKE COVER!

_The next few minutes were deafened by the impact explosions occurring all around them. By the time the bombardment had ended, the Leaguers had found themselves trapped under the fallen wall of a destroyed building. _

**Shadow:** Is everyone all right?

**Rocketeer:** A few scrapes but I'll live.

**Swift Cloud:** Same here … is it safe to move.

_As if to answer her question, they could hear the sound of Nazi infantry approaching from behind them. _

**Shadow:** If we move now, we can…

_He was cut short as the Panzer tank division they were trying to outrun came into view ahead of them. _

**Rocketeer:** I think we can still make it.

**Swift Cloud:** Is that supposed to be a joke?

**Rocketeer:** I'm an optimised.

**Swift Cloud:** You're an idiot.

**Shadow:** If we stay here, we die. If we rush out there, we die.

**Swift Cloud:** Always the rain of sunshine huh Spooky?

**Shadow:** Mr Secord, Ms Kane … it has been an honour.

_He draws his pistols and reloads them calmly as the sounds of Nazi forces are getting ever closer._

**Swift Cloud:** Same here old timer.

**Rocketeer:** This is why I hate when you guys drag me into these things…

_Suddenly the wall they were taking cover under began to collapse on top of them. If not for Clouds super speed and pulling her comrades out from under the wall, they all would have been crushed as a Panzer tank rolled over and crushed it beneath its weight. Lying only feet away from the metal behemoth, the Leaguers desperately tried to crawl away. Both Shadow and Swift Cloud began opening fire on the tank, but to no effect. The Panzer aimed its cannon down upon them and just as they saw a blinding light and thunderous blast … the three of them found themselves in a dark, empty space._

**Rocketeer:** What … what happened?

**Shadow:** This is … unexpected.

**Rocketeer:** Cloud!

_He rushed over to Swift Cloud, whom seems to be still in shock as she's lying on the ground and continue to fire her now empty revolver into the air where the tank used to be. _

**Rocketeer:** Cloud … Cloud … Hey Jackie, snap out of it.

_He grabs hold of her revolver, this gets her attention and Cloud turns her head to face Rocketeer. Seeing the freaked out expression she had, Rocketeer removed his helmet and tried to talk her down._

**Rocketeer:** Its ok, you're fine … we're all fine.

**Swift Cloud:** Right … sure.

_He helps Cloud to her feet and the pair of them take a look around to see where they now. Unfortunately, they seemed to be, from what they could see, in an endless void, surrounded by a strange cloud of purple mist; the town, enemy infantry, Panzer tanks, the entire war … all gone. _

**Swift Cloud:** Where are we … wait, are we dead?

_Without asking she punches Rocketeer sharply in his arm. _

**Rocketeer:** Ow! What was that for?

**Swift Cloud:** Just needed to make sure this was real.

**Rocketeer:** Well hit yourself next time.

**Swift Cloud:** Why would I do that?

**Shadow:** Both of you quiet!

**Swift Cloud:** What's got you snagged?

**Shadow:** We're not alone.

_He carefully draws his pistol and starts peering into the darkness around them, pointing his pistol into randomly different directions._

**Shadow:** I know you're here … show yourself?

_Before either of the others could point out how ridiculous he looked right now, a disembodied voice echoed around them that put them all on high alert._

_**Interesting … not many possess the ability to sense my presence if I do not wish it. You are indeed a fine choice.**_

**Shadow:** Who are you?

_**The real question is; who are you, The Shadow? Ying-Ko? Lamont Cranston? or would you prefer … Kent Allard?**_

_If nether Swift Cloud or Rocketeer knew any better, they could have sworn that with the way Shadows eyes had widened, he was experiencing genuine surprise. Something that neither of them thought they'd ever see. _

**Shadow:** How do you know that name?

**Madam Webb:** Because…

_This time the entity's voice wasn't echoing around them, it was coming from right behind Shadow. He spun round to aim his pistol right between the blind fold of the hooded old woman standing mere feet away from him._

**Madam Webb:** I know.

_With a click of her fingers, Shadows pistol disappeared into thin air from his hand. Before the others could draw theirs, Madam Webb merely did the exact same thing, leaving the three Leaguers completely unarmed. _

**Swift Cloud:** I think I'd prefer going up against that Panzer tank again.

**Madam Webb:** A foolish notion, Ms Kane, as I am not your enemy.

**Rocketeer:** No offence doll face, but you're not exactly giving off a friendly vibe.

**Madam Webb:** Your scepticism doesn't suit you Mr Secord. A flaw you may wish to address if you wish to redeem yourself in the eyes of your son.

**Rocketeer:** What do you…?

_He nearly lunged at the mysterious women, but was stopped by Shadow holding him back._

**Shadow:** How do you know who we are? And how do you know so much about us? Answers!

**Madam Webb:** and you will get them, but first … have a seat.

_With a simple wave of her staff, a basic table and four chairs appeared right behind them and Madam Webb walked past the Leaguers to take her seat. Without hesitation, Shadow joins her, followed shortly by his teammates. As Rocketeer takes a seat, Swift Cloud on the other hand stands behind them._

**Madam Webb:** Please … sit.

**Swift Cloud:** I'll stand if that's all the same to you.

**Madam Webb:** It is usually best to have a seat, especially when your whole world is about to be turned upside down.

_Once again the cosmic entity clicks her fingers, only this time Cloud suddenly fell through the "ground" she was standing on. Her cries echoed around her as she felt like she was falling for miles, before landing hard on the same spot where she once stood. After getting back to her feet sharpish and receiving stunned looks from her fellow Leaguers, Cloud gingerly takes her seat just as Madam Webb waves a hand over the table, causing a pot of tea along with four cups to materialise and start pouring itself. _

**Madam Webb:** The three of you are about to embark on a mission that I require of you.

**Shadow:** We already have a mission … one that will determine the course of our world. So I'm afraid we must decline.

_He tried to get up but the arms of the chair came to life and pined his arms down._

**Madam Webb: **This task goes far beyond the evils of your world; it's a darkness that will affect all … the stars in your sky, their planets, the very cosmos and reality itself.

**Rocketeer:** Is anyone else feeling very small right now?

**Swift Cloud:** Yeah, not sure what you expect us to do?

**Madam Webb:** I expect you to help the one I have already put on the path, the one who I pray is destined to turn the tide against this darkness. You know him well…

_She turns to Rocketeer_

**Madam Webb:** Your brother in bond.

_Then to Swift Cloud._

**Madam Webb:** The holder of your heart.

_And finally to Shadow._

**Madam Webb:** The son you never had.

_On that, she caught Shadows full attention. As he relaxed, the chair released its hold on him and returned to its inanimate self._

**Shadow:** Spiderman?

**Swift Cloud:** Peter?

**Madam Webb:** Yes … the one you all hold dear in your own way.

_Calmly, Shadow presses his hands together, as if to collect his thoughts before inhaling and turning his attention back to Madam Webb. _

**Shadow:** Tell us everything.

* * *

**Caribbean Sea – 2016 – S.H.I.E.L.D. Transport**

**Spiderman:** So you know everything? Madam Webb, the Mongovian's, their Emperor Ming and what's going on with the rest of the galaxy?

**Rocketeer:** Yeah … still trying to wrap my head around that one.

**Spiderman:** It's probably better not to think about it too much.

**Rocketeer:** Still as laid back as ever Spider.

**Spiderman:** But there is one thing I still don't understand; If Madam Webb wants to help us defeat Ming, then why did she just send you guys instead of … I don't know, coming down here and kicking ass with us? I mean you've seen what she can do.

**Swift Cloud:** Because she's a yellow bellied…

**Shadow:** Cloud!

_He gives her a stern look, the kind that allows you to keep a whole rowdy classroom quiet with as little effort as possible. However, Cloud just rolled her eyes at Shadow and allowed him to take over._

**Shadow:** From what the entity had told us, though she is a powerful being, her abilities are dwarfed by the powers of this God-Emperor. And if he discovers her involvement here, Ming wouldn't hold back in destroying our world. That and its taking a toll on her power to simply shield herself from his gaze.

**Spiderman:** But why only you guys … why not send the rest of the League.

**Shadow:** As I said, her powers are being strained, it took what little power she could spare to bring us through … and as for going back.

**Swift Cloud:** Let's just say the boots now on the other foot.

**Rocketeer:** So, it looks like you'll be putting us up for a while this time.

**Spiderman:** Look guys … it's not that I'm not happy you're here. It's just … this isn't like last time. These Mongovians make Goblin and his Symbiotes look like low level thugs. We've already lost several of our heavy hitters and I don't want to see you guys get hurt.

**Swift Cloud:** Oh cut the mother hen act, darlin. You think some green skinned, bug eyed space varmints don't bleed like the rest of us? And beside there's no point in sitting on the side lines; if we don't help, we don't go home … ain't that right Spooky?

_Shadow merely offered a nod of approval as Cloud turns her now chirpy demeanour back onto Spiderman._

**Swift Cloud:** And look on the bright side … if gives us a chance to catch up when we touch down, darlin.

_She gave Spiderman a familiar wink, which seemed to send a slight jolt into his stomach. He couldn't help but smile at Cloud, but it didn't take long for that smile to thin and his eyes to widen as he remembered a small important detail that he hadn't mentioned yet. A detail that meant he was likely heading to a situation that made the whole "end of the world" thing going on seem like a thousand miles away._

_**(Spiderman) Tigers going to freak!**_

* * *

**A/N: So, keep an eye out for that future post in the New Year and hope to see you all in 2017.**

**Thanks**


	34. High Tensions

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Spiderman: Oh and just so you know, there's going to be an update on our Facebook page soon; more prints, photos for sale, including a new calendar being made by my favourite group of cosplayers who are trying to raise money for their local charity. More details and link to their store on Facebook. **

**Enjoy**

* * *

**Chapter 33: High Tensions**

_It was just coming up to midnight, a thick fog covers the docks of the Hudson river, obscuring nearly everything from view. These conditions were perfect for the infamous femme fatale known as the "White Tiger". She knew that she had little time to get out of the city, she'd arranged the boat to pick her up here at this spot in a few minutes. _

_Apart from the one small case she had brought with her, all she had were the clothes on her back; her white satin dress with matching elbow high gloves and a white fur around her shoulders. She kept her face covered with her signature mask and just below her neckline was the only thing she couldn't afford to leave behind … a string of black pearls. She gently placed her hand over them … he had given them to her a long time ago, before things changed … before everything went so horribly wrong. _

_Then suddenly, footsteps could be heard breaking the silence and her reminiscing. She turned sharply to see a silhouette emerging out through the fog and down the steps to the docks where she was. It didn't take long for the figure to come into full view, and when he did, she knew it was over. _

_**(White Tiger) I couldn't believe it was him. I thought it was a dream but there he was, standing just by the water front with me. With his dark trench coat, fedora and mask that made him mysterious and dangerous, just the way I remembered him. He was the type of man that made you want to drop to your knees and thank god you were a woman. That dark, strong jawline, a body with the stamina of a stallion and the strength of a god. But once again he caught me, in this litter box known as New York City.**_

**Spiderman:** Maybe it's the moonlight, but I gotta admit … you're quite the looker for a corpse.

**White Tiger:** Spidey, I can explain everything…

_Without warning, Spiderman had grabbed hold of her and turned her to face him. _

**Spiderman:** Let me save you the trouble; it was you who planned Sam's murder, but it was your pal Dana that squibbed him off. You decided to take the wrap, knowing you had the perfect alibi in me, that's why you came on to me so strong that night in my apartment … played me for the dumb sap I am.

_He let her go and turned to look out into the Hudson, the fog was starting to lift and they could see the rest of the city coming into view. _

**White Tiger:** No Spidey, it wasn't like that … not with you.

**Spiderman:** Oh yeah? You also knew I was putting the puzzle pieces together, so you faked your own death and had me identify your "double" as you, knowing that she had the exact same tattoo on her thigh as you have. All you had to do was smash up her face until it was unrecognisable, then you could make tracks out of town.

**White Tiger:** It didn't work obviously … how did you know?

**Spiderman:** You can't fool me, kitty cat. She might have had the same tattoo, but those legs of yours are 1 in a million.

**White Tiger:** So what are you going to do, turn me in? Watch me do the sit down dance in the electric chair and "sing, sing"?

**Spiderman:** No sweet lips … I'm going to let you kiss me.

_He pulls up his mask and grabs Tiger around her waist and pulls her into an embrace. Spiderman then lifted up her own mask and kissed her passionately on the lips. Forget escaping the city … the cops … or even that this may be her last night of freedom, all she knew was that this is where she wanted to be … in his strong embrace…_

* * *

**Bangalla – Bpaa Thap Medical Centre – Dusk **

_Slowly, Ava had started to regain consciousness. Though her eyes were still closed and heavy from feeling groggy, a bright light was able to pierce through. Forcing her to raise her hand over her face as she tried to sit up on the bed she found herself on, only to have someone's hand gently push her back down. _

**MJ:** Hey, welcome back.

**Ava:** What happened … where am I?

**MJ:** Bangalla … in the med centre. You were pretty beaten up when Harry brought you in. How are you feeling?

**Ava:** Like I just got run over by Rhino … being chased by Juggernaut.

**MJ:** What were you dreaming about?

**Ava:** Oh err… wait, how…?

**MJ:** You were smiling and moaning as you were waking up … must have been a good one however.

_Ava couldn't help but avoid eye contact with MJ, and instead glancing around the clean room she was in. She had never been in this part of the base before, but it was clear that the Bangallians were far more advanced than the likes of S.H.I.E.L.D. when it came to medical technology. Most of the equipment she didn't even recognise, and the glass doors she could see plenty of staff running about. After taking everything in, she was reminding herself of the conversation between her and Peter regarding…_

**Ava:** AHHHHH!

_Franticly she threw her covers off, much to MJ's dismay and lifted up her gown to check on her stomach, just as one of the female Bangallian doctors entered the room._

**MJ:** Ava! Your fine…

**Ava:** Oh my god! My baby, my baby…

**Doctor:** Miss Ayala calm yourself…

**Ava:** It's Ayala-Parker!

_The doctor backed away as if Ava tried to bite her head off. For a moment the whole room was silent and Ava lowered her head slightly, clearly embarrassed by her outburst._

**Ava:** Sorry … Just please tell me my baby's ok.

_The doctor approached her once again and gently pushed her back onto the bed, while placing her bed covers back over her._

**Doctor:** We examined your condition the moment you were brought in; you unborn is perfectly safe. Your uterus seems to be emulating some kind of energy aura that's protecting your unborn … we believe its mystical in nature.

**MJ:** How do you know that?

**Doctor:** Unlike the rest of the world Miss Watson, here we don't just rely on scientific methods of medicine. From what we could deduce, the source of this abnormity seems to be coming from that.

_She nods over to the small table beside the bed and Ava takes a look, surprised that she didn't notice it before, she saw her Jade Tiger amulet placed on the table top and glowing faintly._

**Ava:** My amulet's protecting my baby?

**Doctor:** Apparently so; you on the other hand had minor burns, a concussion and bruising. If it wasn't for your suit … provided by our R&amp;D I may remind you … it could have been much worse. So for now its bed rest until I say so Mrs Parker.

**Ava:** Thank you.

_The doctor offered her a warm smile before suddenly turning to MJ with an oddly cold expression. _

**Doctor:** And I take it there's no point in asking you to leave?

**MJ:** None what so ever.

**Doctor:** Very well … Mrs Parker, Miss Watson.

_On that note she left the room, leaving both MJ and a now puzzled Ava to themselves._

**Ava:** What was that about?

**MJ:** Nothing important … the staff here are just a bit upset with me.

**Ava:** What do you mean?

**MJ:** Well … when they were first told to expect a pregnant young woman to their ward … they assumed it was me. Boy, were they not happy when I told them I wasn't.

**Ava:** Huh?

**MJ:** Erg! Don't ask … It's to do with the whole "continuing the walker line" thing they're pressuring Kit with…

**Ava:** Wait … were is Kit, and the others … where's Peter?!

_She wasn't sure what to tell Ava, but if there was one thing she learned from working with Reid at the Daily Sentinel; "better the painful truth than comforting lies"._

**MJ:** Look … Kit and some of the others made it back. But the others…

**Ava:** Are dead?!

**MJ:** I don't know … So far … a lot of people didn't make it back.

_Ava just placed her head back down on her pillows and stared up at the ceiling quietly for a moment before MJ tried to comforts her. _

**MJ:** I'm sure Peters fine, you know how hard headed and stubborn he can be.

**Ava:** Yeah … MJ, could you get me some water … please.

_MJ's journalistic instincts picked up on her friend's quiet demeanour, and she could tell that Ava wanted to be left alone right now. So with a warm smile, MJ got up and left the room, leaving Ava alone with her thoughts and worries as she caresses her stomach while trying to hold back tears._

* * *

**Bpaa Thap Landing Zone.**

_As the S.H.I.E.L.D. dropship carrying Spiderman and his fellow Leaguers begin its landing approach, Cloud opens the ships hatchway so that she can get a better view of the rushing chaos occurring below them. _

_The entire landing zone was large enough to hold 3 football stadiums, but despite this, the entire strip was packed with Bpaa Thap and S.H.I.E.L.D. transports that were able to bring back soldiers and agents whom managed to make it out of New York. Hundreds of injured soldiers were carefully being unloaded by the islands personal, even doctors and nurses were attempting to treat some of the more urgent cases in makeshift tent._

**Shadow:** All too familiar isn't it?

_Cloud looks over to Shadow, who was giving her his usual piercing stare._

**Swift Cloud:** You know I don't like it when you creep around up there Spooky.

**Shadow:** I have no need … this sight reminds me of it too.

**Spiderman:** Of what?

**Swift Cloud:** The war … all this chaos and destruction … has anything even changed in the last 80 years?

**Spiderman:** What makes you say that?

**Swift Cloud:** I guess after everything we saw back then, I'd have thought we'd would have moved on from all of this; the fighting, the killing, homes destroyed, families torn apart. But it seems that its peoples' nature to be violent … doesn't give me much hope.

**Shadow:** It should.

_That remark awarded Shadow some confusing looks from his colleges, but before they can question him, he continues. _

**Shadow:** I've seen mankind in its darkest hour, and the horrors of what we're capable of doing to one another. The young dying over the disagreements of the old, Ideologies deciding the fates of an entire people, but this war … makes more sense than any conflict before now.

_Their transport begins its decent towards a free space on the landing zone, giving the Leaguers a closer look at the suffering below. _

**Shadow:** Those people down there aren't just fighting for their very survival, but against the very annihilation of our entire species against an evil greater than anything humans can commit. Never before had I thought I would ever see in my lifetime, mankind standing united with one another … and that gives me hope for our future.

_The transport sets down and immediately Bpaa Thap medics rush over with stretchers ready for the wounded. However, they stopped in their tracks and stood in disbelief as the Shadow, Swift Cloud and Rocketeer stepped out alongside Spiderman and begin helping agents onto the stretchers. _

**Shadow:** Humanity has changed since our time Cloud, but war in its nature … never will.

_Despite continuingly receiving bewildered looks from nearby Bpaa Thap personnel, the Leaguers carry on with helping the wounded passengers for a while. It didn't take too long for Phantom, after receiving word of Spiderman's arrival, to arrive on the scene to meet with him._

**Phantom:** Hey Spidey! It's about time you got here, Tiger's…

_Without warning he suddenly stopped as he reached Spiderman and goes quiet, seemingly having lost his train of thought and staring wide eyed over Spiderman's shoulder. Curious, the wall-crawler looks round and realised that Phantom's attention was drawn to Shadow and the rest of the original Leaguers standing right behind him, before turning back to him._

**Spiderman:** Yes … that's who you think they are. What about Tiger, where is she?

**Phantom:** …

**Spiderman:** Kit!

**Phantom:** What … oh … Med-Centre … How?

**Spiderman:** I'll explain later.

_He pushes past Phantom, followed closely by the other Leaguers. But not before Rocketeer looks him up and down and meets Phantoms confused stare. _

**Rocketeer:** At least you kept the belt.

_He runs off after his teammates, leaving a still confused Ghost Who Walks desperately trying to put the pieces together._

* * *

**Bpaa Thap Medical Centre**

_Spiderman rushed into the busy med-centre and asked around all the preoccupied staff for his wife, before one of the nurses led him over to the private room she was being kept in. The nurse had barley opened the door before Spiderman push past her, while Shadow kept the others Leaguers outside to watch from the window. Ava lying down on her bed with MJ sitting beside her. As Ava looked over at him, her face lit up._

**Ava:** Peter!

**MJ:** Peter!

_Peter crossed over to the other side of her bed and embraced her so tightly that Ava held back wincing in pain. But that didn't matter … she was so happy to see him unharmed._

**Ava:** Oh Peter.

**Peter:** Baby, I'm happy your safe. It's alright, I'm here now. When I saw you take that blast… is the baby ok?

_He let go of Ava and placed a comforting hand on top of her belly, Ava then placed her own over his and caressed it in a reassuring way._

**Ava:** Don't worry, our baby's fine … you on the other hand.

_Without warning, Ava suddenly extended her claws and clamped down around his hand. Peter squealed in pain before dropping to his knees, while trying to pry away his wife's claws with his free hand._

**Peter:** OUCH! AVA … SWEETIE … RETRACT THE CLAWS…

**Ava:** What were you thinking! MJ filled me in on what happened, what possessed you to send me away and take on that … thing by yourself!

_MJ couldn't help but chuckle at her oldest friends' misery, as Ava continues to chew Peter out._

**Peter:** Wanted … protect … safe!

**Ava:** Leaving me in the hands of that psycho ex-friend of yours. And worse of all I had to wake up here not knowing what happened to you … Don't you ever scare me like that again!

_With the thought of letting him go far from Ava's mind, the door to her room was suddenly kicked open and in came a very scary looking Swift Cloud. Before anyone could blink, she had already crossed over to them, drawn and twilled her revolver before placing its barrel right in Ava's stunned face. _

**Swift Cloud:** Let him go; you lowdown, dirty, crowbait!

**Shadow/Rocketeer**: CLOUD!

_Her teammates rushed in after her and immediately as Shadow saw the drama unfolding in front of him, he intervened by using his telekinetic powers to pull the revolver out of Clouds hand and into his own outstretched one. MJ had backed away into the corner in fright while Peter staggered to his feet to gain some control over the situation._

**Peter:** Whoa! Whoa! Whoa! Everyone just calm down. Ava! Are you ok?

**Rocketeer:** Jackie, what the hell were you thinking!

**Swift Cloud:** She had him on his knees and crying out like a wounded crow. What was I supposed to do, flyboy?

**Peter:** It wasn't what you thought…

**Ava:** WHAT THE HELL IS GOING ON!

_The room went deafly quiet for a moment, broken only when Peter nervously clearing his throat and turned his attention to MJ._

**Peter:** MJ, could you give us a few minutes … I think Kit's looking for you.

**MJ:** Sure … sure Pete … anything you say.

_She quickly hurried out of the room, leaving the rest of them alone to resolve this little misunderstanding. Peter was struggling to find the right way to explain all this while Ava just looked around at the strange assortment of visitors in her room. After the initial shock of the cowgirl's interruption had worn off, Ava then recognised all of them from the old pictures and newspapers Peter had shown her years ago._

**Peter:** Ok … Ava, this is…

**Ava:** Oh my god … your … you're the Shadow, aren't you? Lamont Cranston.

**Shadow:** Indeed, I am.

**Ava:** And you must be Sarah's grandfather … the original Rocketeer.

**Rocketeer:** You can call me Cliff doll face… wait, who's Sarah?

**Ava:** Which makes you…

**Swift Cloud:** Jackie Kane, mam … but you can call me Swift Cloud.

_She politely tipped her Stetson to Ava, just as she caught Peters eye and he subtly edges her on. Knowing what he meant, Cloud sighed before addressing Ava again._

**Swift Cloud:** See here …. Sorry about that before … Looks like I just got stumped and woke the wrong passenger.

**Ava:** Err … yeah … sure, it's alright … Cloud?

**Peter:** Oh … Guys, this is Ava Ayala-Parker … my wife.

_Both Shadow and Rocketeer stepped closer to the bed, the latter taking off his helmet while the former raises his fedora to her. Luckily Ava didn't notice the narrow eyed glare she was now getting from Cloud. _

**Swift Cloud:** His wife?

**Rocketeer:** So you're that spitfire Peter fell dizzy for?

**Swift Cloud:** Wife?

**Shadow:** A pleasure Mrs Parker.

**Swift Cloud:** Peters … wife?

**Ava:** Yes … Peters told me so much about you, It's a real honour to meet you all, but…

**Shadow:** You would like to know how we came about here, in your timeline? Well, Mrs Parker … that's quite a tale.

* * *

**Mongo Encampment – New York – Night **

_The city of New York has never looked so dire; streets filed with wanted debris and destruction as Mongo troops march through, skyscrapers on the verge of collapsing, fires still burning. And high above the city's' skyline, the Mongo Mother ship; "the Emperors Reach" hangs above all, casting its dark shadow across the city. _

_After her triumphant victory over the Earth forces protecting the leaders of this world, Princess Aura had returned to the Mongo encampment in high spirits. Reports were flooding in about enemy retreats from all over the planet; the fleet has secured a blockade around this worlds orbit and she has satisfied her own personal desire for battle. She had already granted her forces permission to celebrate, but before she can join them in the revelries the Princess wanted to report her success personality to the Emperor himself._

_However just before she could do so, a messenger had arrived to bring her an urgent development, a development that she didn't take too well. After taking her frustration out on the unsuspecting messenger by striking him with her staff in front of a gathering audience, she retreated into her makeshift tent to set a transmission between her and her father, the Emperor._

**Emperor Ming:** _"I am most pleased with your efforts my daughter; With your elimination of this planets leaders and the Grand Admiral's blockade, this world is a step closer to be set as an example to all who think to defy the Empire."_

**Princess Aura:** Thank you father; I have also been made aware for your recent accomplishments … the capture of the Nova Prime and your encounter with the Phoenix entity.

**Emperor Ming:** _"Long had I waited to end that feud, and now… the Phoenix will burn no more."_

**Princess Aura:** Such wonderful news father, now there is nothing left on this world to oppose you.

**Emperor Ming:** _"Isn't there?"_

_The Princess was puzzled by his inquisitive tone and knowing that this wasn't going to be good, she still decided to humour her father. _

**Princess Aura:** What do you mean?

**Emperor Ming:** _"General Kala has been studying the humans' tactical manoeuvres and their coordinated retreat. She claims that due to their worlds divided society, it would have been impossible to coordinate such a large scale response of that nature with the speed and organisation that they displayed."_

**Princess Aura:** And her conclusion?

**Emperor Ming:** _"She has concluded that the humans must still possess some kind of central command infrastructure that we were previously unaware of in order mobilise their forces. With this still intact, they could continue to resist our efforts…"_

_The Emperor stopped in mid-sentence and stared intensely at his daughter, the Princesses mind had wondered away to a thought she was trying to keep from him._

**Emperor Ming:** _"Is there something on your mind my dear? I can sense your frustration and mild anxiety. You know it is pointless to hid anything from me."_

_She knew he was right and it was pointless to put it off any further._

**Princess Aura:** I have recently been informed that several prisoners I had acquired somehow managed to escape. I could tell that two in particular were leaders and great warriors, so if what the General suspects is true … they may have fled to this secret base.

_Her father was quiet for a moment, staring down at his kneeling daughter as she waited patiently for his response._

**Emperor Ming:** _"Your sloppiness is unbecoming of you, daughter! If these two are whom you suspect to be, they could rally their forces and prolonged their defiance against me … and I have wasted too much time on this world already!"_

**Princess Aura:** Father, please … I will make this right…

**Emperor Ming:** _"You'd better! I am sending you my Hammer to aid you in your hunt for these insects…"_

**Princess Aura:** I don't need that savage hound of yours to…

**Emperor Ming:** _"You will obey my will! The two of you will deal with this matter and Lord Null will contact me the moment you have discovered the human's location … Is that understood?"_

**Princess Aura:** Yes … father…

_On that note the holographic image of the Emperor faded, leaving the Princess in a foul mood. Although she and her father were along, the Princess hated it whenever he chastised her for even the smallest of failures, reminding her of her childhood. It didn't take too long for her to call over several officers to her quarters in order to explain to her exactly what happened when the prisoners escaped. After they regaled her with the details from soldier's accounts; mysterious visions and hallucinations, she dismissed them._

_Still angry about her victory being soiled, Princess Aura needed to relax. She removed her armour and had put on a simple dressing gown and sat down in front of a mirror before hearing a commotion just outside the entrance to her quarters. Next thing she knew, one of her Honour guards assigned outside had entered and bowed to her._

**Honour Guard:** Your majesty … one of the men requests an audience with you.

_Though she was in no mood for any company right now, she reluctantly allowed it. The Honour Guard then stepped aside to allow the trooper to enter. To the Princesses mild surprise, it was the same young trooper from before, the one she picked to help her change into her armour before the previous battle. He was clearly still as nervous as ever to be granted an audience with her, as she merely glanced in his direction and began brushing her hair as he dropped to one knee._

**Princess Aura:** Speak.

**Mongo Trooper:** Thank you your majesty for allowing…

**Princess Aura:** Save the flattery; what do you want?

**Mongo Trooper:** Your majesty it regards the recently escaped prisoners. Before their breakout I was examine one of their transports … I'm also a field technician, I wanted to see how their technology works. When the breakout occurred, in case the humans were successful in using their transports to escape, I placed a homing beacon onto one of them.

_This peaked the Princesses interest, she placed her brush down and turned her full attention to the young trooper, dropping her cold demeanour and adopting a more pleasant attitude towards him. _

**Princess Aura:** Continue.

**Mongo Trooper:** I've been calibrating the signal for the last hour, since there appears to be some kind of interference disrupting it. But already I've begun narrowing down their transports location.

_He takes out the receiver and offers it to her, she smiles at him before gracefully standing up from her chair and elegantly walks over to him and takes the receiver into her hands._

**Princess Aura:** How long before it can pinpoint an exact location?

**Mongo Trooper:** A few hours maybe … before dawn … have I pleased you your majesty?

**Princess Aura:** Oh yes … indeed you have. Guards!

_The two Honour Guards outside instantly appeared inside and the Princess walks over and hands one of them the receiver._

**Princess Aura:** Take this to the Emperors Reach and have our communications monitor it. The moment they receive the beacons exact signal location, inform me, then prepare our forces to move out on my command.

**Honour Guard:** Yes, your majesty.

_They bow and exit her quarters, leaving the Princess alone with the young Trooper, who was starting to get very nervous about his situation._

**Mongo Trooper:** I suppose I should take my leave your majesty…

_As he gets back to his feet and walks over to the exit, the Princess cuts him off by calmly walking in front of him and placing one hand gently on his chest piece while taking hold of one of his hand with her other._

**Princess Aura:** Come on … stay a little while.

_She started guiding him backwards several feet and before he knew what was happening, he collapses onto the Princesses large circler bed and sits there as Aura takes out a wine bottle from a nearby cabinet and pours themselves a drink each. _

**Princess Aura:** Go ahead … err…?

**Mongo Trooper:** Barin.

**Princess Aura:** Barlin.

_She carries two glasses over to the Trooper Barlin and offers him one before sitting down next to him and placed her hand on top of his._

**Princess Aura:** Tell me about your training at the academy.

_After convincing himself that he didn't not in fact die in the battle beforehand and this was not the afterlife, Barlin started to tell her about his training days and that how his assignment to this world was the start of his service. All the time he was talking, Aura listened patiently and conversed with him while at the same time slowly removing her gown. Before the young trooper knew it, Aura had completely removed her gown, revealing herself bare underneath and pushed Barlin onto his back before climbing on top of him. _

_Later on, Auras Honour Guards had returned to retake their posts outside. Upon hearing the "activities" going on inside, one of the guards turns to the other._

**Honour Guard 1:** So how long you think he's going to last?

**Honour Guard 2:** 3 weeks' top…

_Suddenly the heard Aura moaning, followed by a soft giggle._

**Honour Guard 2:** Maybe a month.

* * *

**A/N: Comment and Review.**


	35. The Shadow Knows

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

_**(Prosp88) Ok guys, sorry for the massive delay ... all i can say is that it involved a contraceptive and a time machine and lets leave it at that. Hopefully the next few days should make up for it "wink, wink" and once again thank you all for your patience's. **_

* * *

**Chapter 34: The Shadow Knows**

**Bpaa Thap Medical Centre – Bangalla **

_For the last few minutes, even listen patiently to Shadow as he explains to Ava the events leading up to the here and now; their last moments in 1943, the meeting with Madam Webb, rescuing Spiderman, Captain America and the rest of their forces. _

_While thoroughly engrossed with the Leaguers tale, Ava failed to notice not only how quiet Swift Cloud has been, but that she hasn't taken her eyes of the young Latina the entire time. To say that this girl rubbed Cloud the wrong way would be an understatement, the way she holds Peters hand tenderly right now after she severally chewed him out mere minutes ago. Cloud even moved over to the chair that had Ava's clothes and "White Tiger" uniform resting on top and casually looked them over while the Shadow was just finishing catching Ava up._

**Shadow:** And that's our most unusually tale, Mrs Parker.

**Ava:** Please … call me Ava.

**Swift Cloud:** Spooky here doesn't really do first names, pally.

_Luckily neither Ava or Peter picked up on Clouds sarcastic tone, unlike Shadow and Rocketeer. Shadow just gives glares at her while Rocketeer clears his throat and attempts to change the subject. _

**Rocketeer:** So … Ava, how are you feeling? you certainly look like you've been through the wars … literally.

**Ava:** Hey, you guys aren't the only costume crime fighters these days; I'm the White Tiger, acrobatic ninja, with steel claws and cat powers. I was fighting with Peter out there in New York … well that was that was before an explosion knocked me out.

**Peter:** I'm just happy Harry got you here safely.

**Ava:** Maybe there's still something of Osborn in him.

**Swift Cloud:** Osborn?!

_Peter looked over to Cloud and saw her puzzled and alarmed reaction before quickly realising what this might mean to the old League. _

**Peter:** Harry … he's Norman Osborn's son … The Goblin.

_The young hero could have heard the sound of a pin dropping owing to how quiet the room became. Cloud look dumfounded, Rocketeer rubbed his neck uncomfortably and even Shadow gave Peter an inquisitive look._

**Peter:** It's complicated.

_As if trying to keep the piece, Rocketeer once again changes the subject. _

**Rocketeer:** Well doll face, I'm just glad we managed to get Peter back here to you in one piece.

_Just then the door of Ava's room opened and in walked the same Doctor that attended to Ava when she first woke up. Ava couldn't help but notice that she wasn't as confident and domineering as before, instead she seemed very cautious and passive, especially when she looked to the Leaguers._

**Doctor:** Pardon my interruption, but I need to perform a check up on Mrs Parker.

**Shadow:** Of course, we shall leave you.

**Rocketeer:** Yeah … I need a stiff one anyway. Is the bar still here?

**Doctor:** Yes … sir … the lounge has been renovated since your last…

_Rocketeer just walked past the doctor and out of the room in a rush._

**Peter:** Is he ok?

**Swift Cloud:** It's … been a long day, darlin. I might just join him, you gonna tag along soon?

**Peter:** Yeah of course … save me a drink.

**Swift Cloud:** Sure, I think I'm in the mood for a … "Hanky Panky".

_It was subtle, so subtle in fact that Ava couldn't help but wonder if it was just her imagination. But with the way Cloud smirked at Peter and him suddenly avoiding eye contact with her, Ava couldn't help but a slight tension between the two. But before she could think too much on this feeling, Cloud had already left the room as the Doctor started to prepare for her ultra-sound, leaving only Shadow behind with the pair until he was ready to leave._

**Shadow:** Now if you'd excuse me, I'll be in the command centre. Your Director will require my council about the recent developments.

_And on that, Shadow leaves the young heroes alone in the medical room. Just as the Doctor is about to begin, Peter gets to his feet and takes a few steps before Ava calls him back._

**Ava:** Peter, where do you think you're going?

**Peter:** Babe, can I not go with Shadow?

**Ava:** What for?

**Peter:** Oh come! Fury meeting Shadow? No way I'm going to miss this.

**Ava:** No!

**Peter:** But…?

**Ava:** Peter, Sit!

_She points sharply to the nearby chair and Peter bulgingly sits down before again being pointed at sharply by his wife._

**Ava:** Stay.

* * *

_Even after Spidey and the League had arrived on the island, more and more Bpaa Thap and S.H.I.E.L.D. forces have been returning in droves. Detachments from all over the world who've managed to escape Mongo pressures, rag tag groups of heroes and villains that have survived … even all members of the current League have made it back and been accounted for._

_However, on their return, they find the base circulating with wild rumours and stories being spread throughout the ranks. Whispers of legends and myths returning in their hour of need and sparking some minor hope after the hands of defeat. But not all were swayed by such talk…_

**Green Hornet:** Bullshit!

**Phantom:** I'm only telling you what I saw.

**Green Hornet:** Shadow … The Shadow is here … on the island?

**Phantom:** I don't know; he was dressed as him.

_Phantom had brought Green Hornet, Kato, Zorro, Rocketeer (Sarah), Moonstar and even MJ to the Leagues private boardroom, in order to clarify the strange rumours running amuck throughout the island. Each member is sitting in their respected seats, as they try to process what Phantom has been telling them._

**Moonstar:** Is it true that … Swift Cloud is with them?

**Phantom:** Swift Cloud and…

_He gives a glance over to Rocketeer, who understands his meaning._

**Rocketeer:** Oh, Bullshit.

**Phantom:** Original Jetpack and everything.

**Kato:** Did you see this?

_She barks over to MJ, as she stands behind the back of Phantoms chair._

**MJ:** I don't know what to say ... they certainly look like their portraits.

_She gestures up to the paintings of the original 1930's League hanging over them._

**Zorro:** If it is them, how did they even get here?

**Phantom:** How do you think? Spidey brought them.

**Zorro:** Did Senour Spider vouch for them?

**Phantom**: Sort of…

**Zorro:** Then that is good enough for me.

**Moonstar:** And me.

**Green Hornet:** Well not for me … we need to see these guys; they could be infiltrators or clones or anything.

_The Ghost Who Walks nodded in agreement and activated a secure com-link._

**Phantom:** Control … I want you to find the location of group posing as … Shadow, Rocketeer and Swift Cloud.

**Control Operator:** _"Ghost Who Walks … The Shadow has just entered the Command Centre while the other founder has just entered the lounge … the private section."_

**Green Hornet:** Cheeky…

* * *

**Bpaa Thap Command Centre**

_For the last few hours, Director Fury has been dealing with incoming reports from Earth forces around the world. While in contact with several other commanders worldwide, he is doing his best to coordinate what little forces they have left to effectively if they hope to mount a durable resistance. However, with the numbers he has been receiving, it's not going to be easy…_

**Director Fury:** What the status of our forces from the West Coast?

**S.H.I.E.L.D. Agent:** Only 7% made it back to base sir.

**Director Fury:** 7%!

**S.H.I.E.L.D. Agent:** Yes, sir. We've also began complying a causality list of the various super powered teams, but it's not looking good; Winter Soldier, Red Hulk, several X-Men, Cloak and Dagger to name a few … several more are unaccounted for.

**Director Fury:** Anything else?

**S.H.I.E.L.D. Agent:** However, we've also managed to recover S.W.O.R.D. personnel from escape pods that landed in the Atlantic. Only 3% of the overall Peak station population I'm afraid.

**Director Fury:** Do we have any new information about what happened up there; one moment our defensive line was holding strong and then we lost contact with Stark, Nova Prime … even Jean Grey has been reported to have vanished…

**Shadow:** They have been beaten by the hands of Emperor Ming the Merciless himself.

_Chills run down the Director of S.H.I.E.L.D.s spine as he turns round sharply to see the source of mysterious voice; a dark man standing by the lift, wearing strange clothes from what looked like the 1930's. As he spoke, everyone stationed inside the centre fell quiet and still for the first time in weeks. Then as he walks towards Fury's direction, all Bpaa Thap personnel rise to their feet and offer a slight bow and held it all the while Shadow was talking. _

**Shadow:** Supreme ruler of the Mongo Empire and enemy to every living sentient in all creation.

**Director Fury:** And just who the hell…

**Shadow:** He is up there, Director … hanging above the skies of our world and we do not possess the power to stop him. At least not here.

**S.H.I.E.L.D. Agent:** Director … Washington D.C. has … its gone sir.

**Director Fury:** What do you mean gone?

**S.H.I.E.L.D. Agent:** Orbital bombardment sir, by the enemy fleet.

**Director Fury:** Christ!

**S.H.I.E.L.D. Agent:** There's something else, sir. With this and the sack of the UN building, all members of the Presidential line of succession is presumed dead.

**Director Fury:** How did this happen?

**Shadow:** That what the Emperor wants; to leave us divided and leaderless. That was why he sent his own daughter Princess Aura … the deadliest and most effective assailant he commands to wipe out Earths leaders.

**S.H.I.E.L.D. Agent:** Director, they're here to swear you in, sir.

_The three of them look over to see the lift doors opening up again and three United States Generals march inside. As they approach Fury, Shadow turns to the Bpaa Thap officer._

**Shadow:** I suggest you begin preparations for the Ranger 3 project immediately. Now if you'll excuse me.

**Bpaa Thap officer:** How do you possibly no about…

**Shadow:** The Shadow knows.

_He walks away and past the Generals as he heads of the lift while everyone else stands to attention. One of the Generals holds up a bible and offers it to Fury to place his hand on top. He does so while raising his other hand up. _

**US General:** Attention to orders!

**US General:** Please repeat after me; I Nicholas Joseph Fury.

**Director Fury:** I, Nicholas Joseph Fury.

**US General:** Do solemnly swear.

**Director Fury:** Do solemnly swear.

* * *

**Bpaa Thap Medical Centre**

_After Shadow and the others left, Ava and Peter have been preoccupied with her scan. Even though over the years, Peter has developed a strong nerve when it comes to the most severe situations. But never has he been more nervous over a simple procedure … maybe because it brought him down to earth after fighting threats like monsters and demons or perhaps it's because this revolves around a subject that Peter is still coming to terms with … his child._

**Peter:** How is he … I mean … she?

**Doctor:** It's still too early to determine the gender, but I can reassure you that you unborn is perfectly healthy.

_Both he and Ava smiled at each other, just as the Doctor finished up with the scan._

**Doctor:** Your unborn is strong, maybe impartially to your D.N.A. structure, sir.

**Ava:** Great… just what I need kicking around inside me … your super powered offspring.

**Peter:** Hey … at least he or she will get your good looks and smarts.

**Ava:** (chuckles) Here's hoping.

_Her husband leaned over and kissed her on the forehead._

**Doctor:** I'd say I'm comfortable with you leaving the med-centre, Mrs Ayala-Parker. And I know this is going to be difficult, all things considered, but try not to get too stressed and ease up on your superhero duties … it's no longer just you out there.

**Ava:** I'll try.

**Peter:** Thanks Doc.

_The Bpaa Thap doctor leaves the couple alone in the room to get change before they meet up with the others. Peter sits and waits by the bed while his wife changes into her White Tiger uniform, as she does so, Ava couldn't hold back asking something that's been nagging at her for a while._

**Ava:** Peter, can I ask you something … and I need you to be honest with me.

_**(Peter) This isn't good.**_

**Peter:** Err … sure, anything.

_She took a deep breath before continuing. _

**Ava:** You've always talked highly about the League and what they mean to you; Shadow a mentor, Phantom and Green Hornet as close friends, even Rocketeer like a big brother.

_**(Peter) This is going where I think it is … isn't it?**_

**Ava:** What is your relationship with Cloud … you've never did tell me.

_**(Peter) This is going to hurt … I just know it.**_

_Thinking quickly how to handle this, Peter pats the spot beside him on the bed, gesturing her to sit down. Ava does so and Peter takes hold of her hand, but Peter couldn't look straight at her as he talked, instead he was looking down at her stomach._

Peter: When I found myself back in the 1930's, it looked like I was trapped. There didn't seem any way to get home so I focused only on stopping Goblin with the help of the League. But by the time we had wrapped things up in New York, that was when the reality hit me … I wasn't going home. A month later, with the help of the Phantom of that time, I found the wand of Watoomb and it brought me home to everyone … to you.

But during that month I was depressed, my whole life was here and I was trapped in an era when "Wizard" meant "Cool". Shadow and the guys tried to help, but none of them could really understand … well, apart from Jackie.

I don't know whether it was because we fought closely alongside each other or that I help her through some issues of her own, but she was the only one who was able to pull me out of my funk, made me think I could start a new life there.

_Peter could see that he had Ava's unshakable attention, so there was no else but tell her the complete truth._

Peter: We became close … very close. We kissed once … or twice. And about a week before I came back, we were in Chicago … and…

_Ava gently tightened her grip on Peters hand and cupped his cheek with her free one so she could lift his head up to look at him._

**Ava:** You slept with her, didn't you?

_She didn't sound angry; her question was spoken very matter of factually. But still Peter braced himself for the reaction he'd bee dreading ever since Swift Cloud re-entered his life._

**Peter:** Your mad aren't you?

**Ava:** Why would I be mad?

_Taken completely by surprised, Peter jumped slight and locked eyes with his wife._

**Peter:** Wait, what! Shouldn't I be begging for my life at this point?

**Ava:** Peter … the first time we had sex, you clearly knew what you were doing. Not to mention our relationship has go through too much to let something like this ruin it, I love you and I know you love me, you've proved that far too many times. And besides … we weren't together back then, so it wouldn't be fair to hold something like that against you. Something long before we became a couple.

**Peter:** Wow … It never occurred to me that you'd be so understanding about this.

**Ava:** Well, we're not kids anymore … what do you mean "never occurred to you"?

**Peter:** Well there was that certain little temper tantrum with Dana in Latveria a few years back…

**Ava:** Shut up.

_After a moment the two of them started chuckling and embraced each other in a hug._

**Peter:** I don't know about you but I need a drink.

**Ava:** Can't … pregnant.

* * *

**Bpaa Thap Lounge**

_Although the Bpaa Thap headquarters is one of the most advanced military stronghold hidden to the world, not all its facilities are dedicated to the goal of preserving world peace. Housed in one of the oldest parts of the base is a luxurious lounge built just for members of the organisation to relax and unwind. It took up an entire two level structure; filed with several bars, a canteen, along with entertainment like card and pool tables, widescreen TVs and comfortable places to sit. _

_However, there was one area of the lounge that remained closed off to the rest of the personnel. A private bar reserved exclusively for League members, its décor is styled after the Cobalt Club in New York City, mainly because it was designed by The Shadow back when it was first constructed. Though the rest of the lounge has been renovated and updated in the last few years, this bar had remained perfectly preserved in its original state … something that Swift Cloud and Rocketeer were quick to notice. _

**Swift Cloud:** It's like we never left … I'll give Peter this, it hasn't changed a bit.

**Rocketeer:** Can't say the same for this, what the hell is it?

_He calls over to the bar tender after taking his first swing from his beer bottle and nearly coughing it back up. Like everyone else they've meet since arriving on the Island, the barman responds in a very unsure manner, having being addressed by one of the founders themselves._

**Barman:** A Samuel Adams, sir.

_Rocketeer looks over the bar to see the different varieties of alcohol brands that he did not recognise before groaning to himself._

**Rocketeer:** Here, get rid of that and get me a gin and tonic … Gordons?

**Barman:** Of course sir.

**Rocketeer:** At least that's still around. You ok Jackie?

**Swift Cloud:** It's not bad, but I've got no idea what he put in this cocktail.

**Rocketeer:** I wasn't talking about you drink.

_Cloud acts like she didn't hear him and instead just places her drink down rather nonchalantly._

**Swift Cloud:** Why wouldn't I be Flyboy?

**Rocketeer:** Because you just discovered Peters now married…

**Swift Cloud:** One more word and you'll be choking on that bottle.

**Rocketeer:** Wouldn't change the truth … Look I know how you feel about him; we all do but… it was never going to work.

**Swift Cloud:** You don't know that.

**Rocketeer:** It wasn't like he was from a far off land, he came from a different era of time and space … which is something I once thought only existed in the comic strips. He felt the pull towards home and he made a choice … it was the right one and you know it…

_He notices Clouds head was hanging low and he could just feel that she was trying not to get emotional about all this, so he decides to just tell her what she needed to hear._

**Rocketeer:** You know you didn't mean nothing to him, leaving you was the most difficult part of his decision.

**Swift Cloud:** Don't tell me that…

**Rocketeer:** It's true, he or less told me so that night we celebrated in the Cobalt Club. He was twisted and turned over what he was going to do; the way he talked about you, especially the way you were dressed that night … you left him speechless and in case you didn't notice, Peter likes to talk.

_The young Native American looked up at him and Rocketeer was pleased to see a small smile across her face._

**Swift Cloud:** Thanks Flyboy, and I know everything you said is right and that it was a foolish dream … but it was my dream.

_The barman places Rocketeers G&amp;T down in front of him, Rocketeer picks it up and raises it to make a toast._

**Rocketeer:** Then here's to our dreams … whether they turn out the way we hoped.

_Cloud raised her own glass and tapped her friends before they both take a drink._

**Rocketeer:** Do I need to ask what you thought of Mrs Parker?

**Swift Cloud:** From the way she dresses; I've known girls in brothels who have more modestly than her.

_Just as Cliff chuckles, they both hear movement coming from behind them, as they turn round they could see all the members of the current League; Phantom, Green Hornet, Kato, Sarah, Zorro and Dana._

**Cliff:** Now things are getting interesting.

_The group moved closer towards the pair of Leaguers, until they were circling around them. _

**Phantom:** And just who the hell do you think you are?

**Swift Cloud:** Yeah he's defiantly a Walker … fancy a swig?

**Moonstar:** Err … no thanks … ma'am.

**Green Hornet:** You don't fool us. Cliff Secord, Lamont Cranston and Jackie Kane are dead; you can't possibly be who you claim to be.

**Cliff:** I don't know about Jackie and me, but I'd like to see try and convince him of that.

_He points behind Hornet and the group looks over their shoulders to see the imposing figure of the Shadow standing by the bar door … silently glaring at them. _

**Shadow:** Your mistrust is understandable but misplaced young Reid. We are not your enemies but indeed your predecessors, and due to a miraculous set of circumstances, been sent here to aid you in Earths time of need.

_Phantom breaks away from the group and walks right up to Shadow, practical staring him in the face. _

**Phantom:** You expect us to take your word? Anybody can put on a scarf and a stupid hat and say they're the Shadow but that doesn't mean you're the real deal.

**Shadow:** Well then, Mr Walker … perhaps I change your mind.

_Phantom could see that there was only one way to see if he was indeed the Legendary Shadow. Without warning he brings his fist up with lightning fast reflexes to strike at the posers face, however Shadow was able to sharply lean backwards in time to avoid contact and used Phantoms own momentum against him. He grabbed hold of Phantoms arm and pulled him around on the spot before kicking him in the back, sending him hurtling across the room, past the new generation and crashing into the side of the bar … luckily Cloud and Cliff had moved to a different table in time with their drinks. _

_As Sarah helps Phantom back up, he and his friends look back towards Shadow to see him slowly walking closer to them. Phantom, Sarah, Kato, Green Hornet and Zorro stand their ground while Moonstar slips away to sit at the same table as her great grandmother. _

**Shadow:** So, are we just going to stand around all day … or are we going to fight?

_Kato balls her hand into a fist and throws a punch at Shadows face, however he uses his telekinetic abilities to subtly redirect the attack by spinning her round and hitting Hornet standing behind her square in the face, sending him crashing to the ground. Before any of the others could react, Shadow sent out a telekinetic burst that pushed everyone back a few feet. As Sarah and Kato rushed forward to attack Shadow, He kicks Sarah in the gut followed by immediately blocking several punches from Kato before punching her in the side. He then saw Phantom trying to catch him by surprise from his right and immediately elbowed him in the stomach, knocking him back. _

_Knowing that Zorro was about to rush him from behind, Shadow sharply turned round and punched him in the face, grabbing hold of one of his arms at the same time. Not letting go, he punches Zorro again then using the same arm, be backhands Phantom again on his right. Angry at getting shown up, Kato take out one of her throwing darts and hurls it toward Shadow, who quickly pulls Zorro in front of him to take the dart in his shoulder._

**Zorro:** AHHH!

**Kato:** Sorry…

_Immediately afterwards, Shadow kicked away Zorro's leg, tripping him up onto the floor, while at the same time ducking down to avoid Hornets incoming attack with a shock baton he kept in his coat. As Hornet flies past Shadow and runs into the wall behind them, Shadow grabs hold of Zorro's sword while he's down and pulls it out as he stands back up, before kicking Zorro a few feet across the bar floor. _

_Hornet recovers and once again swings his baton toward the back of Shadows head. Knowing he was coming, Shadow once again ducks to avoid the attack. As Hornet runs past his target, he stops in his tracks and turns round to face Shadow, only to have the black cloaked man use Zorro's sword to beat Hornets wrist so he drops his baton. As the Green vigilante claps his wrist in pain, Shadow thrusts the sword through the narrow space between Hornets arm and chest, reaches over his shoulder and grabs the end of the sword and pulls it up, locking Hornet into a hold._

_Kato tries to perform a jump kick at Shadow, but he pulls Hornet around to take the hit while also pushing him forward to knock Kato back and into the bar. However, she quickly recovers and just as she reaches into her coat for another dart, Shadow quickly pulls open Hornets trench coat and pulls out his signature gas gun. Before Kato could throw her dart, Shadow fires a gas pellet right into her face, knocking her backwards onto the bars surface, unconscious. _

_Next, Shadow loosens his hold on Hornet and uses the sword to spin him up onto his feet in a daze before smacking Hornet hard in the face with the swords hilt guard, knocking him back and crashing into a nearby table. In the corner of his eye, Shadow sees Sarah about to pick up Hornets Shock baton. Quickly he grabbed hold of Zorro's shoulder as he was staggering to his feet and throws him towards Sarah just as she turns round and they crash into on another, Zorro pinning her to the ground. _

_Shadow turns to face the only Leaguer left standing; Phantom, as he hurls several punches and kicks at Shadow, who deflects and blokes with ease, before grabbing Phantom into a hold in front of him. As Phantom struggles against the arm now around his neck, Shadow kicks him hard in the back of Phantoms thigh with such force that he flips round in the air and lands hard on the ground several feet away._

_Pleased with his handiwork, Shadow turns his back to join his comrades table as a glass of bourbon was being brought over by the terrified barman. As Shadow was fixing his cufflinks, he could feel an enraged Phantom get back to his feet, draw his gun and aims it at Shadows back. In a flash, Shadow turns round and holds his hand up. Phantom opens fire, but each shot only gets so close to Shadow before being redirected upwards towards the ceiling. _

**Phantom:** You can't be him, you…!

_Several rounds are fired before Phantom runs out of ammo and Shadow once again demonstrates his powers by pulling the gun out of Phantoms and catches it. Shadow glares at a concerned Phantom before uses his powers to lift Phantom off the ground and throws him up towards the ceiling and letting him crash back down. _

_Afterwards, Shadow casually sits down amongst his comrades and takes a sip of his waiting bourbon, without saying a word to any of them. It wasn't long before he catches Cloud and Cliff smirking at him and gesturing towards Moonstar, who was sitting directly opposite him and staring with complete bewilderment towards him. _

**Shadow:** I'm sorry you had to see that, my dear. It's been a trying day and needed to let off some steam.

_Moonstar could only respond with a simple nod, then suddenly the door to the private bar opened and in walked Spiderman and White Tiger, stopping dead in their tracks at the carnage around them._

**Spiderman:** What the hell did I miss this time?!

* * *

**Mongo Encampment – New York – Night**

_Hours have passed since the Mongo Princess gave her standing orders to her guards, she awakens in her luxurious bed to find herself curled up next to her new lover; Barin. For a few minutes, she admires the young soldier, clearly out cold due to their recent "activities". As she plays gently with his hair, her private communicator starts beeping on her bedside table. Aura reaches over to activate it and a small hologram of a Mongo officer appears before her._

**Mongo Officer:** Forgive my interruption but we're receiving a clear transmission from the signal you wished us to monitor.

**Princess Aura:** Excellent, relay my commands to launch a full assault and inform Lord Null to report to me in 10 minutes…

**Barin:** Wha … what is it?

_Barin slowly wakes up and groggily looks towards his princess, looking puzzled. The Princess however responds with just smirking at him before addressing the officer once more._

**Princess Aura:** Make that 20 minutes.

**A/N: Comment and Review. **


	36. Out in the Open

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 35: Out in the Open **

**Bpaa Thap Lounge – Bangalla – Night **

_Tensions between the current and original members of the League have finally began settled down, especially once everyone manged to get a drink in them … and wake Kato up. After Spiderman explained everything once again to his fellow leaguers; Hornet, Kato and Sarah have accepted the truth of the situation and offered their apologies to their predecessors. Except for Phantom, but as Spidey pointed out, that might just be because of the humiliating beating he suffered at Shadows hands._

_Over the next hour, the current league had been getting to know the original legends that started it all for them. Over by one of the tables, Cliff had reluctantly agreed to let Hornet examine his rocket pack, while Kato looks bored out of her mind over her partner geeking out over tech. _

**Green Hornet:** Amazing, I can hardly believe someone from the 1930's was able to design and construct something like this … this thing makes most rocket propelled technology today look cheap.

**Cliff:** Hey, in my day we built things to last… wow that didn't make me sound really old. But if you want to see something really impressive, here…

_He unshackles his wrist gauntlets and hands them to Hornet._

**Cliff:** When the war started, Britt whipped these up for me.

**Green Hornet:** Holy… a miniature flame projector … a whipcord thrower and a miniature concussion rocket launcher … this is awesome, your like Boba Fett from Star Wars.

**Cliff:** Who?

_Kato just rolls her eyes as Hornet continues to geek out, meanwhile Sarah hangs back at the bar while occasionally glancing over at her grandfather. In another corner of the bar, Swift Cloud is busy swapping stories with Moonstar, Zorro and Phantom. The entire time, Cloud knocking back a bottle of whisky. _

**Moonstar:** No way!

**Swift Cloud:** It's true.

**Zorro:** I don't believe it.

**Swift Cloud:** Hand to god.

**Phantom:** You worked as a bounty hunter before the war?

**Swift Cloud:** A girls gotta make a living, darlin.

**Moonstar:** But why would you take up such a dangerous profession?

**Swift Cloud:** Let me tell you something; I was brought up in an old frontier place called Rango, it was a disgusting, awful, dirty, dangerous place. Everything there that's not you, wants to kill you; Outlaws, angry drunk people, scorned hookers, hungry animals, disease, major and minor injuries, the tribes, the weather. Hell, you can get killed just by going to the bathroom, when I was little I took my life into my own hands every time I walk out to the outhouse.

_She catches the puzzled look Moonstar was giving her. _

**Swift Cloud:** Rattle snakes in the grass, darlin. And that was just my childhood; a disgusting, awful, dirty cesspool of despair and fuck all of it.

_She takes a swig from her bottle of whisky slams it down on the table._

**Phantom:** So I suppose an upbringing like that forces you to prepare for the worse.

**Swift Cloud:** I started learning how to draw iron since I was 5.

**Phantom:** Yeah, I was told you're fast at the draw … but I want to see it for myself.

_Without warning, Phantom knocks Clouds bottle of whisky off the table. In a flash, she reaches over the side and catches it before it hits the floor. However, at the same time, Phantom had drawn is gun and aims it at Clouds head. Both Moonstar and Zorro look shocked at Phantoms actions, but all he could do was smirk as he pulls the trigger. The click heard, revealed to everyone that his gun was empty._

**Phantom:** And that was your head.

_Suddenly Phantoms smirk disappeared as he only no noticed that something was being pressed up gently against his crotch. He leaned back and looked down wards to see in horror the barrel of Clouds familiar revolver is pressing up against him._

**Swift Cloud:** And those were your balls.

_Both Moonstar and Zorro sniggered at Phantoms predicament as Cloud sits back up with her whiskey before bringing her revolver back up from under the table._

**Swift Cloud:** Word of advice, darlin…

_She opens up her revolvers chamber and lets one of its rounds slip out onto the table._

**Swift Cloud:** Never empty your gun prematurely.

_She takes another drink of her whisky, only to empty it, so she gets up from the table and staggers over to the bar, leaving Moonstar and Zorro in fits of laughter along with a humiliated Phantom. As all this was going on; Spiderman, White Tiger, Shadow were watching along with the recently arrived Aunt May and MJ._

**White Tiger:** Well, Kits now scarred for life.

**Spiderman:** That's one way to keep him in check … maybe you should be taking notes MJ?

**MJ:** Shut up, Pete.

**Spiderman:** Well, I'll get the next round in … back in a bit.

_He gets up from the table and heads over to the bar, Leaving the most important women in Peters life along with his one-time mentor. _

**Aunt May:** Err, Mr Shadow … Actually what is your real name?

**Shadow:** I am the Shadow.

**MJ:** Peter was right … you do take your theatrics way too seriously.

**Aunt May:** That's not very gentleman-like, and from what Peter has told me, I expected a lot more curtesy from a man of such … social standing as you.

_Shadow merely gazed unphased at her, while both Tiger and MJ smirked at each other, both silently agreeing that Shadow has completely met his match. _

**Shadow:** Of course, my dear … Lamont Cranston.

**Aunt May:** Mr Cranston, I never thought I'd get a chance to actually say this but … I wanted to thank you for everything you did for my Peter. If it wasn't for you, I'd wouldn't have him here today and our family wouldn't have grown either. With my lovely "honorary" daughter-in-law here and even Mary Jane, since she's with my other nephew … Kit.

**Shadow:** Ah yes … an interesting twist of fate if I do say so.

**Aunt May:** Peter has grown so much because of you; he thinks very highly of you too, like a mentor.

**Shadow:** I am pleased to see he has grown into a fine young man and you should be very proud of him. But I too should be thanking you for him … he has shown me insight that I thought I'd never know.

**White Tiger:** How do you mean?

**Shadow:** When I first ran across him, he was a back talking, smart mouthed child that didn't seem to know his backside from his elbow.

**MJ:** Sounds like him.

**Shadow:** He didn't know anything about the world he found himself in, so I had to take it upon myself to educate him. Everything from advice about his actions and decisions, to dressing appropriately and even important things like making a proper martini. Never before had I needed to watch over … dare I say, care for anyone like that.

**Aunt May:** I know exactly what you mean … it's called being a parent.

**Shadow:** Then allow me to thank you Mrs Parker … it's because of your nephew, that I got to experience what it must be like to have a son.

_Both Tiger and MJ let out an exaggerated "Aww" while Shadow smartens himself up, not wanting to bring his emotional guard down completely. While up at the bar, Spiderman is busy getting the next round in just as Cliff walked up beside him._

**Spiderman:** How'd you like Luke?

**Cliff:** He's an interesting one … I can't believe he's with that Kato girl. She's a bit of a stern broad ain't she?

**Spiderman:** Maybe, but they made it work and they're good together.

**Cliff:** Still … I didn't see that coming. Speaking of which, I gotta say, you landed quite the little muffin yourself.

**Spiderman:** Huh? Oh yeah, Ava's great … but don't call her a muffin, she'll claw your eyes right out.

**Cliff:** So she is a Spitfire?

**Spiderman:** When she's being understanding.

_He pated Spiderman hard on the back and chuckled._

**Cliff:** That's the kind of dame guys like us need … just like my Jenny.

_Spiderman then noticed that Cliff went quiet and looked slightly morbid … maybe it was just the drink or he was clearly missing his wife, but Spiderman wanted to cheer him up._

**Spiderman:** Come on … I'll let Ava tell you stories about me; the kinds I'd prefer you didn't know.

**Cliff:** Sounds like a laugh.

_The barman comes over with the last of Spiderman's drinks; an orange juice and places it on a try for him. Perplexed, Cliff looked to Spiderman._

**Cliff:** Who's on the juice?

**Spiderman:** Oh that's Ava's

**Cliff:** Not much of a clam-bake dame is she?

**Spiderman:** No you see Ava … well, Ava's pregnant.

_At first he was taken aback by the bland, expressionless look Cliff was giving him now. He didn't say anything at first, not even a congratulation, instead all he could utter was a single…_

**Cliff:** What?

**Spiderman:** Huh, I think I had the same reaction when she first told me, just before the invasion hit. Well come on…

_He picked up the tray and turned to walk back over to his table, when from out of nowhere._

_**(Spiderman) Spidey-Sense! Here?**_

_He felt Cliffs hand grab him hard on the shoulder and forced him round to face him, only to have Cliffs fist strike him hard on the face, knocking him down onto the floor._

**Cliff:** YOU TWIT!

_The entire room fell silent and all eyes were on the pair of them. Before Spidey could get to his feet, he felt Cliffs boot kick him hard in the gut as he rants out loud._

**Cliff:** You took your pregnant wife into a warzone?! Are you stupid?!

_By the time he kicked Spidey again in the ribs, the initial shock of the scene had worn off and Cloud had jumped into action, speeding over between the two, she began pushing him back while Tiger and Aunt May rushed over to help Spiderman to his feet. _

**Swift Cloud:** Cliff, calm down!

**Cliff:** I thought you were better than that, Peter! You were supposed to be better!

_Both Sarah and Zorro rushed over to help, taking hold of each of Cliffs arms and dragged him out of the private bar, Cliff still ranting at Spiderman as he goes. By the time they're gone, Spiderman gets back to his feet with Tigers help, only to be met by a now angry looking Cloud._

**Swift Cloud:** Is it true? Is she pregnant?

**Spiderman:** … yes.

_Cloud looked like she had just been slapped several times with a shovel, but strangely she didn't just tear into him, but on Tiger as well._

**Swift Cloud:** What are you; crazier than a scorpion with sunstroke?! Peter how could you let her do something so stupid?

**White Tiger:** Excuse me?! What do you mean "Let me"?

**Spiderman:** Are we just going to ignore Cliff…

**Swift Cloud:** I can't believe either of you!

_And on that she spun round and sped out through the bar exit, not before swiping another whisky bottle from under the bar. Meanwhile everyone had started to gather round the pair of them._

**White Tiger:** Peter? What the hell was that about?

**Green Hornet:** Why did Cliff slug you like that?

**Phantom:** What did you say to set him off?

**MJ:** Kit!

**Spiderman:** I don't know, we were talking about stuff; Hornet and Kato, then his wife Jenny and when I told him about Ava…

**Aunt May:** It must have been the drink … he was knocking it back a bit too much I thought…

**Shadow:** It's how he copes.

_Everyone turned round towards Shadow, seeing that he hadn't been phased at all by the recent outburst of his teammates, just continuing to sip his bourbon._

**Spiderman:** What do you mean?

**Shadow:** War … it takes a toll on everyone in different ways. The war in Europe had shown the young many things, things that nobody should ever have to see. Miss Kane is tougher than she looks, but Mr Secord; for him it all started at 7:48 am, 7th of December 1941 … Hawaii.

**Moonstar:** Wait, you mean…

**Green Hornet:** Oh no…

**Spiderman:** What?

_Tiger sharply elbowed Spidey in the side before whispering softly to him._

**White Tiger:** Pearl Harbour.

**Shadow:** That's where he was stationed … as the Japanese Navy launched their attack on U.S. battle groups stationed there. To the rest of the world, that date would be marked as the day the United States entered the war in Europe; but to Mr Secord … he'll remember it as the day he lost several friends … even his wife Jenny.

_Spidey's eyes widened in horror, and he could tell that some of the others were doing the same, even trying to hold back tears. Shadow merely finished his drink and got to his feet to walk over to Spiderman._

**Shadow:** The last few years has been tough on him, especially now he's a single father. He's been fighting to create a world in which the new generation wouldn't repeat the same mistakes that we did. But it seems that was a fools hope.

_He walked up to Spiderman, so close that their noses were practically touching and pierced Spiderman with his menacing glare. _

**Shadow:** "With great power comes great responsibility" … that's what you said to me once. Well, all I can tell you … boy, is that no man worthy of that title would ever had put his unborn child in such danger … I thought you better than that.

_Spidey was speechless, he knew Shadow was right. But trying to explain to himself that attempting to talk Tiger out of anything was a pointless effort wouldn't work, in the end he knew he should have done more to keep his wife out of that kind of danger. Unable to say anything to his former mentor, Spiderman just lowered his head and backed away to sit at the bar. Before Shadow left he turned to face Tiger._

**Shadow:** Congratulations to you, Mrs Parker.

* * *

**Mongo Warship "Rising Eclipse" - Caribbean Sea **

_Under the cover of their advanced stealth technology; a vast detachment of the Mongo fleet, headed by Princess Auras personal warship, makes its way closer to the tracker signal and hopefully the central command of Mongos enemy. Sitting upon the command seat up on the bridge, the Mongo Princess waits in anticipation for the upcoming battle. _

**Princess Aura:** How much longer until our destination?

**Mongo Officer:** We should becoming within range of our scanners shortly, your Majesty.

_She glances over to her side where the black armoured Lord Null stands quietly, though Aura respected him as a warrior, she felt that he wasn't much of a conversationalist._

**Princess Aura:** Don't underestimate the warriors of his world, Null. Many of them have abilities unlike what you've seen before.

**Lord Null:** ….

**Princess Aura:** You know you're only here because my father ordered it, I have everything completely under control, I do not require your assistance.

**Lord Null:** ….

**Princess Aura:** Just stay out of my way when we begin the attack.

**Lord Null:** So long as you stay out of mine.

_Before the Mongo Princess could retort, her attention was called over to the Officer from before._

**Mongo Officer:** Your Majesty, we're now within range and we have a visual. The signal is originating from a single island that doesn't appear in the data we currently have.

**Princess Aura:** How long before contact?

**Mongo Officer:** E.T.A. 15 minutes, your Majesty.

**Princess Aura:** Signal the fleet.

* * *

**Bangalla **

_After Cliffs outburst at Spiderman, Cloud had left to check up on her teammate. By the time she found him, he was in a nearby Jungle clearing from the lounge and he seemed to be having a heart filled talk with his granddaughter Sarah. Not wanting to interfere, she held herself back behind a tree and watched the two of them for several minutes. Suddenly, Cloud heard a branch snapping behind her and in a flash, she spun round and drawn her Revolver on a started Moonstar. _

**Swift Cloud:** Oh … sorry darlin, but sneaking up on someone like that can get you killed.

**Moonstar:** Sorry, I should have announced myself.

_Dana takes a few steps closer to see what Cloud had found._

**Moonstar:** He's still upset, but calmer now … that's good at least.

**Swift Cloud:** Now how'd you know that?

**Moonstar:** I'm an empth, I can sense people's emotions … amongst other things.

**Swift Cloud:** … Right.

_The two of the look at each other in an uncomfortable silence for a few moments before Cloud asks the young Native American something that's been bothering her since they first met._

**Swift Cloud:** So … Dana, was it? What tribe of the Inde are you from?

**Moonstar:** How'd you know…

**Swift Cloud:** Call it instincts?

**Moonstar:** I am of the Chiricahua … along with my sister.

**Swift Cloud:** Chiricahua … Just like my mother.

**Moonstar:** Yes, you see I'm…

**Swift Cloud:** My great granddaughter right?

_Moonstar was slightly started by Clouds apparent acceptance of this reveal. _

**Swift Cloud:** Don't look so surprise, with you being the only other Native I've seen here, it wasn't difficult to work out.

_Soon after this revelation, both Cloud and Moonstar left the clearing to talk amongst themselves. Cloud regaled Moonstar with more tales of her upbringing and her part in the Leagues adventures in her time, while Moonstar told Cloud about her upbringing, her sister, inheriting Clouds powers and even her relationship with Iron Fist. _

**Swift Cloud:** Your pulling my leg aren't you?

**Moonstar:** No … he really does come up with those zen sayings on the spot.

**Swift Cloud:** You have a good thing going here, better than I ever had. A little advice for you kid … Enjoy what you have with who you have, when you have it. Because before you know it, it's out of your life forever.

_Moonstar didn't need to be an empth to read how her foremother was feeling, nor who she was thinking about to cause such a strong emotional reaction._

**Moonstar:** I don't know if I should tell you this but … he does still care about you, in his own way. You were a huge influence on him and it's hard for him too, with you here…

**Swift Cloud:** Please darlin … just don't. I know with him happily married for so long, me showing up isn't exactly what he would want…

**Moonstar:** I don't know about long, they only got married a few days ago.

**Swift Cloud:** Just a few…? Well he didn't waste too much time, knocking up what's her name faster than two rabbits in spring. Then again, dressed the way she does, I'm not surprised.

**Moonstar:** Hey … Ava's very nice you know; she did tell Peter about her pregnancy straight because she didn't want to add the stress…

**Swift Cloud:** Wait, what do you… was she pregnant before they got married?!

**Moonstar:** Well … yes but…

_She had taken her eyes off Cloud for what seemed like only a second, but it was enough for Cloud to disappear in a flash, leaving Moonstar alone to ponder on what just happened until she reached a realisation. _

**Moonstar:** Oh god no…

_Racing through the thick Bangallian Jungle, Swift Cloud navigated her way back towards the lounge where she knew Peter was last. All the time muttering to herself angrily out loud._

**Swift Cloud:** That low down, dirty, sneaky little…

* * *

**Bpaa Thap Lounge **

_Several yards away from the lounge is a small strip of beach that is often used for recreational purposes; beach volley ball, sun bathing and so on. However, the only occupant at this moment in time is Spiderman. After the drama in the bar, he came out here on his own to think things over, but it didn't last too long. _

**White Tiger:** Hey.

**Spiderman:** Hey

_He made shifted over to give his wife some space for her to sit down next to him on the towel he was using. As She does so, Tiger linked her arm with his and leaned into him._

**White Tiger:** You doing ok?

**Spiderman:** No.

**White Tiger:** Look, don't take what Shadow said too hard. I made a choice to go out there and stand by it. Don't go blaming yourself…

**Spiderman:** It's not that.

**White Tiger:** Then what?

**Spiderman:** Its Cliff … he was the life of the party as he usually was, and all that time he was hiding that pain. Losing Jenny the way he did … how he's been trying to cope with it … he must have felt completely powerless to protect her.

**White Tiger:** You don't need to protect me Peter, I can protect myself, better than most and you know that. As for Cliff, we both know that the Second World War scarred so many people; morally, ethically, physically and mentally. Cliff is hurting right now but I can tell he's strong, he reminds me of you, and… and what you went through during the Singh War. If you were able to put it behind you, I know he will too.

_She leaned in closer to him, resting her head on his shoulder, trying you comfort him. Spidey however had one more thing on his mind, something he had been holding back on her for quite some time. Only after discovering Cliffs recent history has made him realise that he needed to tell her. _

**Spiderman:** Ava … there's something you need to know. Remember after the war, the state I was in…?

_He told her everything. The dreams he was having … still having to this day. Haunted by hallucinations of Hobgoblin mocking him, Goulding him, threatening him. Trying to convince him that it was his fault that the villain had died. _

_Tiger listened carefully and didn't once interrupt him, she had always knew that something was disturbing Peter just after the war but he never told her exactly what it was, though she thought he was getting better. Tiger was horrified to learn that it had started again for him not too long ago and even more so on what they were about … her._

**Spiderman:** Then all I could see was you … lying there, lifeless.

_By the time he was finished, Spidey did feel a small surge of relief after telling her everything … well, nearly everything. Spidey had deliberately left out the particular part about it was Harry he saw taking her life, he still wasn't ready to face that._

**White Tiger:** Peter, you should have told me all of this!

**Spiderman:** I know, and I'm sorry. I'm only telling you this now because … Shadow was right and after finding out about Cliff…

_He had come this far … may as well get it over with._

**Spiderman:** Ava, for now own you're going to stay here on Bangalla where you and the baby are safe.

**White Tiger:** That's a joke right, Peter?

**Spiderman:** I'm being serious … and responsible. Until I say otherwise, I'm forbidding you to leave the Island.

_Tiger leapt to her feet and glared at Spiderman, only this time he wasn't having any of it. Spiderman stood up to meet her eye to eye._

**White Tiger:** You forbid me?! If you think I'm just going to sit around while others fight this war, then your more screwed up than I thought you were.

**Spiderman:** Ava, Listen to me…

**White Tiger:** NO! You listen … I can't afford to stay out of this fight, we've lost too many allies … and friends as it is.

**Spiderman:** And I'm not going to lose you too! This isn't up for discussion Ava; I'm putting my foot down.

**White Tiger:** Your foot… wow Peter, you couldn't have thought of a better cliché?

**Spiderman:** Ok, how about this one … You're going to do what I say and that it!

**White Tiger:** Where in that empty head of yours makes you think you can tell me what to do?!

**Swift Cloud:** Because he's you husband!

_Both Spiderman and White Tiger look round to see Cloud standing off at the edge of the beach. Unbeknownst to them, she was waiting there since the pair started shouting at each other, and Cloud couldn't help but let everything she heard Tiger say enrage her further as she marches over to them._

**Swift Cloud:** And as his wife … it's your job to shut your mouth and do what he says, since he knows what's best for you.

**White Tiger:** Best for me? Sorry Jackie, but this isn't the 1940's anymore and Peter can't order me about.

**Swift Cloud:** No, you and girls these days just do what you want, don't you? And when things get tough and out of your control, you blame everyone but yourself.

_Before Spidey could say anything, Tiger pushed past him and marched right up to Cloud until they were inches apart._

**White Cloud:** You got something to say to me, cowgirl?

**Swift Cloud:** As a matter of fact, I do, little lady. I know your type; find a nice rich guy and trap him with a baby, then push him around like he's your personal mule.

**White Tiger:** What…?

**Swift Cloud:** I knew there was something about you that rubbed me wrong, and when Dana told me … smart girl, the second Peter married you after you told him you were cooking, my instincts of you being trash was on the dollar.

**White Tiger:** Your one to talk, Ms "Hanky Panky"! Couldn't round up a guy with your lasso so you move in on a vulnerable lost moron … talk about desperate!

_Completely bamboozled by the scene taking place before him, Spidey couldn't get a word in with either of them. Worried that things were going to get out of hand, he was about to forcefully separate them until his Spidey Sense goes crazy in his head. Knowing that the women in front of him wasn't the cause of it he used his powers to leap far out of the open ground he was in, while at the same time using his webs to snag Cloud and Tiger and pull them aside with him, just as the beach head exploded with a rain of laser fire. The barrage continued around the surrounding and managed to damage the lounge building. _

_Spiderman kept both the girls head down behind jungle cover and waited as the attack raged on. The moment there was a small opening, Spiderman used the scanners in his helmet to survey his surroundings to find out what was going on. To his horror, he picked up the familiar readings of Mongo snub fighters … de-cloaked of their stealth technology and raining firepower down on the Island. _

**Spiderman:** Oh god no…

* * *

**A/N: Comment and review. **


	37. Siege of Bangalla

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 36: Siege of Bangalla **

**Bpaa Thap Command Centre – Bangalla – Night **

_Before anyone knew what was happening, the bases alarm started booming throughout every facility on the Island. Up at the Command Centre, President Fury had hurried to the main command console._

**President Fury:** What is it?

**Bpaa Thap Comm-Officer: **Bombers, they dropped their payloads and ran.

**President Fury:** Whats the damage...?

**Bpaa Thap Comm-Officer:** We've got incoming!

**President Fury:** From where?

**Bpaa Thap Comm-Officer:** We don't know, they just appeared out of nowhere all of a sudden.

_Just then, both Moonstar and Phantom rushed inside_

**Phantom:** What's going on?

**President Fury:** We've just detected a wave of objects heading towards the Island.

**Moonstar:** How many?

**Bpaa Thap Comm-Officer:** 100 plus ma'am.

**Phantom:** How were they not detected by the long range sensors?!

**Bpaa Thap Comm-Officer:** Our sensors were never properly adjusted to account for their advanced stealth capabilities. Its only now that we're able to determine their presence.

**Phantom:** How did they find the Island?!

**Bpaa Thap:** I don't … I have no idea, Ghost who Walks.

_After finishing issuing commands from his console, President Fury walks over the Leaguers _

**President Fury:** That doesn't matter now, our location is now compromised. We have little air support and are at a tactical disadvantage; we need to begin evacuation procedures.

**Phantom:** With all due respect … Mr President … This is my home, and I know how to defend it.

_Suddenly the Comm-Officer's attention was drawn back to his console as something appears on his monitor. _

**Bpaa Thap Comm-Officer:** Multiple signals sir, closing fast!

**Phantom:** Are the gunners in position?

**Bpaa Thap Comm-Officer:** Yes, Ghost who Walks.

**Phantom:** And our damage control parties?

**Moonstar:** They're all in position.

**Phantom:** Right … Initiated defence protocol alpha … darken the island.

* * *

_At the flick of a switch, every single light from the Bpaa Thap base that illuminated throughout the island suddenly darkened, cloaking all of Bangalla in darkness in the hopes of proving some cover against the Mongo invaders. Meanwhile, Heavy gun placements are being set up around key positions throughout the island, just as Bpaa Thap troops are being deployed to their defensive positions. In one location, Captain Guran commands her platoon near the main facility, getting them armed and in formation._

**Captain Guran:** Remember, short and steady bursts!

_Her troops aim their weapons into the dark sky above and wait for their command. After only a few minutes, the Captain could see edges of the island being bombed through her binocular scanners._

**Captain Guran:** Here they come boys … open fire!

_Next second, flares are launched up into the sky, high over the island, just enough to provide some vision for the troops. As Mongo snub fighters came into view, the gun placements opened fired, lighting up the sky even more as they attempt to shoot down the enemy fighters. With the blackout, it was difficult for the enemy to bomb the Island structures, so they had to swoop down close to make any kind of successful run. Unfortunately for them, the closer they got, the more likely they ran the risk of getting in range of the island heavy guns, which shot many off them down already._

**1 Hour Later **

_Though the efforts of the Jungle Patrol were brave and valiant, they lost too many gun placements over the last hour to prevent Mongo troop transports from landing on the beaches of the Island. But unfortunately for the invaders, the Jungle Patrol had their name for a reason. Having to navigate through the thick Jungle terrain of the Island, Mongo troopers were easily taken down by ambushes set up by the Jungle Patrol soldiers and even the native Banda tribe. _

_A squad of Mongo troopers moves throughout the trees and foliage of the Jungle, but before they could reach a nearby clearing, the commander heard movement from the nearby trees. He ordered his men to take defensive positions, but as they do so, several of them had suddenly disappeared into the darkness. _

_In a panic the troops started firing blindly into the dark Jungle around them, as they were preoccupied, A few Banda tribesmen had quietly jumped down from one of the nearby trees and stealthily started braking the necks of some of the trooper. One even unsheathed a knife and throwing it at another Mongos neck, killing him instantly. _

_Meanwhile, the squad commander suddenly collapsed to the ground as a primitive arrow had struck him, and several other of his shoulders in the knee. Be for the Mongo's realised what was happening, several tribesmen leaped out of hiding and started massacring the remaining troopers. Their commander had managed to get to his feet and tried to make a run for it, unfortunately for him, as he was about to reach the clearing, a spear flew out from the shadows and pierced right through his chest armour, pinning him to the trunk of a tree. _

_As the commander was drawing his last breath, blood spraying from his mouth, he heard some footsteps approaching and looked up to see about 14 tribesmen … with the Phantom at their head. Phantom approached the commander and placed a hand on the spear._

**Phantom:** There's an old jungle saying; "Only the dammed come to the Phantoms home, looking for trouble".

_And on that, he pulls the spear out of the Mongo and let him collapse lifelessly onto the ground. Without a second thought, Phantom turns to his tribesmen and shouts orders to them in ancient Bangallian, causing them all to scatter and disappear into the dark jungles of Bangalla._

**1 Hour Later**

_Unfortunately for the inhabitants, this advantage didn't last long. The first wave of troopers that landed, were mainly sent to survey the terrain. Later, Mongo transports had started landing Magma-Men to burn away sections of the Jungle to create a clearer path towards the Bpaa Thap base._

* * *

**Mongo Warship "Rising Eclipse"**

_Princess Aura sits on her command chair, watching the progress of the battle unfold on the holo-screens around her. A Mongo officer walks up to the princess with a report in her hands._

**Mongo Officer:** Your Majesty, a landing zone has been cleared for use.

**Princess Aura:** Good, prepare a landing party and ready my shuttle.

**Mongo Officer:** Yes, your majesty.

_She was about to leave before stopping herself._

**Mongo Officer:** Permission to speak, your majesty.

**Princess Aura:** Granted.

**Mongo Officer:** We have the islands location and enough ships in position. Why don't we just bombard these humans from obit? This current course of action seems like a waste of resources…

_The princess quickly holds her hand up to silence the officer._

**Princess Aura:** Maybe to the likes of you … but to these humans; we have already conquered their world and decimated their armies. And this solitary stronghold is where they have chosen to have their last glorious stand against us … I will not deny them that right.

_The officer saluted her and left to complete her task before Aura herself got up and left the bridge to prepare for the battle raging below._

* * *

**Bpaa Thap Training Grounds**

_It didn't take long for Mongo forces to advance closer to the main Bpaa Thap base, and with a large number of Jungle Patrol and tribesmen still fighting in the Jungles, it was up to the remaining S.H.I.E.L.D. forces to engage the enemy. On one side of the training grounds, a squad of S.H.I.E.L.D. agents struggle to fight off a platoon of Mongo troopers, reinforcements arrive in the form of A-Bomb, Triton and Songbird, whom easily dispatches the Mongos. While on the other side of the grounds, in the obstacle course; Green Hornet, Kato and Zorro are taking on a several Lion-Men._

_Both Kato and Zorro are fighting the carnivorous bests head on, Kato armed with twin sais to slash and stab her opponents and Zorro using his impressive blade work to slash at the Lion-Men's limbs to cripple them. They herd their opponents back towards Hornet and the moment they are within range, he takes out his phone and hacks into the nearby console; activating the training turrets, this time set to a lethal setting. Within seconds they mow down the Lion-Men, tearing them apart as both Kato and Zorro leapt out of the way in the nick of time._

**Zorro:** Cutting it a little close Senour!

**Green Hornet:** Sorry, still getting the hang on these Bangallian systems.

_Just then, Hornet received an incoming message from Moonstar._

**Green Hornet:** Go ahead.

**Moonstar:** _"Hornet, I have a message from Shadow, he needs us to meet at this location … sending coordinates."_

_Hornet took a few moments to review the information before responding to her._

**Green Hornet:** That's on the other side of the island … in the middle of nowhere?

**Moonstar:** _"He said it's vital, make your way their now … and be careful guys."_

_The call ended and Hornet turned to Kato._

**Green Hornet:** Kato, bring the car round.

* * *

**Bpaa Thap Landing Platforms**

_When the attack on the Island first began, Sarah hadn't managed to get to her armour in time. So instead she round up every pilot she could find and get them, including herself, into S.H.I.E.L.D. jet fighters. Unfortunately, only Sarah and a handful of other fighters managed to make it off the ground before Mongo Bombers started to destroy the grounded ships and runways._

_As Sarah leads what little air forces she has against Mongo fighters, her grandfather Cliff is busy dealing with Hawk-men descending down onto the platforms along with several other heroes and villains; including Hawkeye, Captain Marvel, Kraven and Wizard._

**Hawkeye:** It's a shame, I was always against Bird Shooting.

_He drew three arrows from his quiver and fired them all at the same time, hitting three different Hawk-Men with electric arrows. Meanwhile, Kraven used his superior hunting skills to trap several Hawk-Men in nets._

**Kraven:** This is a glorious day! Never have I faced such worthy prey!

**Captain Marvel:** At least someone's having a good time.

_She blasts attacking Hawk-Men with energy bursts before looking up to Rocketeer and watches as he leads a few Hawk-Men around the runway while pulling off some fancy spins and rolls to avoid their incoming fire. Then he pulled back suddenly, letting the Hawk-Men fly past him before burning two of them with his flamethrower. As the remaining Hawk-Man attempted to double back, Rocketeer quickly launched his whipcord to ensnare his targets talon and suddenly rocketed his way downwards, pulling the Hawk-Man with him._

_He sped his way straight towards the ground, but before he was only a foot away from impact, he pulled up and changed direction. But the Hawk-Man wasn't so lucky, he crashed right into the ground, knocked up from the impact. As Rocketeer landed down to the ground to admire his handy work, with these Hawk-Men defeated, it gave more pilots a chance to join Sarah and the rest in the air. As Jets were starting to take off once again, Captain Marvel flew over to Rocketeer, along with Hawkeye and saluted him._

**Captain Marvel:** Rocketeer sir, that was some fancy moves if I do say so myself … Captain Carol Danvers, United States Air Force. I served with Sarah…

**Rocketeer:** You got something to say Captain?

**Captain Marvel:** I just wanted to ask you sir, why are we sending what little pilots we've got left up there?

**Hawkeye:** Not to make it sound like we're wasting our time but … what difference can they really make?

_Rocketeer turns away from them to look at a Jet readying to take off. He watches as all the ground crew doing their parts before the Jet launches into the sky to join his comrades in the battle above. _

**Rocketeer:** You know … at New York, they hit us with a sledgehammer and they're trying to do the same thing right now. But when we strike back, it'll only be a pinprick in comparison … but it'll be straight through their hearts. Victory belongs to those who believe in it the most, believe in it the longest. We're going to believe and we're going to make the world believe too.

_Both heroes just stare at Rocketeer as he suddenly rockets up into the air and leaves the two of them on the ground. _

**Hawkeye:** So … is he every bit the man you and Cap say he is?

**Captain Marvel:** No … he's more.

* * *

**Bpaa Thap Main Compound **

_The bulk of the Mongo invaders were focused on this location; hundreds of troopers, war-droids, Lion-Men, Frost-Men were advancing in formation towards the compound while a collection of Bpaa Thap and S.H.I.E.L.D. forces are embedded in defensive formations and opening fire on the enemy forces. _

_But a new threat had emerged throughout the battle, in the form of strange lizard-like warriors known as Gill-Men. With their fast reflexes and ability of camouflage themselves, they sneak their way through the gun and blaster fire to launch themselves at unsuspecting soldiers, tearing them apart with their powerful jaws and knives._

_But fortunately for the defenders; Spiderman, White Tiger and Swift Cloud are on the front lines with them. Spiderman uses his Spider-sense and lightning fast reflexes to ensnare any Gill-Men on the spot, allowing Tiger to slash at them with her claws. Cloud on the other hand was doing fine on her own, the Gill-Men maybe fast but they weren't even close to her speed. Within seconds, she open fires on her targets … kills them … and reloads for the next bout. _

_After webbing up several Gill-Men, Spiderman looks over to check up on Tiger. Even though he knew she was right about everyone being needed in this fight, Spidey couldn't help but be furious at Tiger for ignoring his wishes for her to stay with Aunt May and MJ. _

_**(Spiderman) I love her … you guys know that, but why can't she understand she's making a mistake. Well at least she and Cloud aren't at each other's throats right now … just wish it didn't take an invading army to do it… SPIDEY-SENSE!**_

_Spiderman leapt out of the way as explosives started going off near Mongo forces just ahead of him. He landed beside and grabbed hold of Tiger before web-swinging her to safety behind the front lines, along with Captain Guran and her Father … with Cloud closely behind them. When they were safe, Spidey looked up to see New Goblin flying above them, dropping more Pumpkin bombs down onto the invaders, causing them to start falling back. _

**Captain Guran:** What the hell is that guy doing? Our own men were amongst that.

**White Tiger:** He's getting out of control Spidey!

**Spiderman:** Look I know but…

_Just then, New Goblin landed his glider down and jumped off. As he walks towards the heroes, Tiger hurries over to meet him before Spiderman could stop her. As the two of them reached each other, Tiger punched Goblin in his face, but he barely reacted to it causing him to push her aside hard._

**New Goblin:** Your welcome … bitch.

**White Tiger:** Have you complete lost it? You nearly killed us!

**New Goblin:** Can't stand the napalm? Stay out of the war!

_He then chuckles at Tiger as the rest of the heroes' rush over to them._

**New Goblin:** Peter … you really should keep your bitch on her leash if you don't want her getting hurt…

_CRACK! Spiderman punches Goblin in the face, this time knocking him to the ground._

**Spiderman:** DON'T YOU EVER TOUCH HER! DO YOU UNDERSTAND HARRY!

_Cloud looked at Spiderman, never before had she seen him ever lose his cool over anything. It was clear to her that the stress of this war was really getting to him … she'd seen it many times before with soldiers back home. But she also couldn't help but notice the name he used on the strange man in front of her, wearing a set of armour that bore a resemblance to a certain villain from her past. _

**Swift Cloud:** Harry?

_New Goblin got back up to his feet and glared at Spiderman._

**New Goblin:** Temper, temper Peter … though I'm sure you want to add another Goblin to you score card.

_Cloud's eyes opened wide and she took a few steps closer to Goblin._

**Swift Cloud:** Harry … Osborn?

**New Goblin:** What of it…

_Before he knew what hit him, Cloud had drawn her revolver and pistol whipped Goblin across the head, nearly making him fall over again._

**Swift Cloud:** That's for what your old man did to Rango … you snake!

**New Goblin:** Oh … I like you.

_Before he could intervene anymore, Spiderman's communicator goes off and he activates it to talk to Moonstar._

**Spiderman:** Dana, what is it?

**Moonstar:** _"I've got a message from Shadow"_

* * *

**Bangallian Jungle Clearing **

_As the Mongo forces gain more of a foothold on the Island, the members of the League … old and new, received instruction to regroup at a particular set of coordinates in an isolated part of the jungle. Phantom enters the empty clearing and after a quick look around, thinks he's the first to arrive. Phantom makes his way over to the centre of the clearing and waits for a few moments, alone with his thoughts. _

**Phantom:** How did he even know about this place?

**Shadow:** (Low Chuckle) The Shadow knows.

_The young Phantom turns round to see the Shadow standing mere feet away from him._

**Phantom:** How… wait forget it.

_Suddenly the two of them hear a disturbance coming from the jungle, the look to see the infamous Black Beauty emerging into the clearing, looking surprisingly unscathed considering the thick density of the jungle. The vehicle drives up and stops a yard away from Shadow and Phantom, letting its occupants, Hornet, Kato and Zorro to step out and walk over to them. _

**Zorro:** I'm surprised we made it through all that?

**Green Hornet:** The girls built to handle a lot more than that.

_As they got closer, Kato walks up to Phantom._

**Kato:** What the hell's going on, Kit? Why did he drag us out here?

**Phantom:** That's what I'd like to know.

**Shadow:** First, we must wait for the rest of our comrades … specking of which.

_He looked up into the sky, followed by the rest and they watched as New Goblin flying across the tree tops toward them, with Swift Cloud holding on to him and Spiderman hanging on by a web-line with Tiger in his free arm. As they get closer, Spidey breaks the line and lands down beside the rest of the League, letting Goblin to land his glider nearby._

**New Goblin:** Thank you for flying air Goblin, I trust you had a pleasant flight and hope you'll join us again soon.

_Cloud jumps down from the gilder, revelling that she had her revolver placed against his back the entire time._

**Swift Cloud:** It'll be a cold day in hell, darlin.

_With everyone Shadow had requested now arrived, he turns to address them all._

**Shadow:** My friends, this Island, as well as Earth … is lost.

**Phantom:** No … no we just have to…

**Shadow:** Phantom! Your efforts, as well as everyone's here have been more than valiant, and I could not be more proud of each and every one of you. You have honoured your namesake and everything our society has stood for. But we can no longer protect the people this planet on our own, we must look for salvation elsewhere.

**Green Hornet:** What are you talking about?

**Shadow:** When the entity calling herself Madam Webb sent my comrades and I here to aid you, it was more than just preventing your capture … she had a plan.

_He turns his back to the group and waited in silence for a few moments before specking once more. _

**Shadow:** After the fall of the Shiar and Kree Empires, many detachments of their surviving fleets along with various other civilisations have retreated into hiding. They have combined their ships, soldiers and resources into a vast armada of their own … They are waiting for the right moment to strike at Ming, and that moment will be the liberation of Earth … we must contact them and bring them here.

**Kato:** Your joking isn't you?

**Shadow:** I never make light on a matter as important as this. Mings attention will be focused on our world for the foreseeable future, toying with us in attempting to crush our spirts for his amusement. This will be the only chance they will have to strike at the Mongo Emperor and free Earth … and the rest of the galaxies from his control … it is our only hope.

_The Leaguers looked to each other for opinions but nobody could say anything, as crazy as this plan sounds, it's the only one they've got. However, there was one problem…_

**Spiderman:** Even if they can help us … we have no way of getting to them. Everything space-worthy was blown up with the rest of S.W.O.R.D. and the Peak.

_The dark clocked vigilante turns to Phantom._

**Shadow:** Phantom … if you'd please.

_Phantom mutters something into his communicator and within moments, the ground beneath their feet began to shake as a section of the ground suddenly separates and slowly opens up, causing the members of the League to scatter. It didn't take long for the section of ground to fully disappear to reveal the entrance to a hidden bunker. Shadow casually starts walking down towards the entrance but stops suddenly to address Goblin._

**Shadow:** You stay topside, alert us of any enemy activity.

_New Goblin merely salutes him in a mocking fashion as the rest of the League follows Shadow into the hidden bunker._

* * *

**Bpaa Thap Hidden Facility**

_Shadow and Phantom leads the League deeper into the facility, the entire time Spiderman couldn't help but notice a lot of jungle foliage engulfing the stone walls and floors, clearly this place runs deep and has been on the Island a long time. _

**Spiderman:** Ok enough atmosphere guys … what is this place?

**Phantom:** This facility is built within an ancient temple of Bangalla, the tribes would once gather here to praise the old gods in the heavens, this was long before Christopher Walker first came to the island.

_They reach a security door, which Phantom opened._

**Phantom:** It was later converted in the 1960s, during Americas space race with the Soviet Union, in order to house one of the Bpaa Thaps most top secret projects.

_He led the League through the door, leading them into an observation platform, the sight in front of them was something to behold. A large silo-like hanger, the size of several football fields with hundreds of Bpaa Thap personnel working all over the place. But at the centre of the hanger was some kind of vessel, just smaller than freighter. Its oval shape but blocky design gave it an archaic look, separating it from the smoother, advanced vessels used by S.W.O.R.D. and S.H.I.E.L.D._

**White Tiger:** What is that thing?

**Phantom:** An experimental space freighter, based off of a prototype design previously discarded by S.H.I.E.L.D., but we managed to make suitable modifications and upgrades to make it capable of deep space travel. Its recently installed interstellar engines were … "acquired" from Kree technology S.W.O.R.D. had in their possessions. And it has the fire power to take on Shiar dreadnoughts … guys; this is the _**Ranger 3**_.

**Green Hornet:** And exactly when were you going to tell us?

**Phantom:** It was a "secret" project. The ship was completed decades ago but the need for it was unrequired after S.W.O.R.D. became a thing.

**Spiderman:** You think this bucket off bolts could even hold together?

**?: **This "bucket of bolts" can make 1.5 past light speed…

_Everyone turns round to see a new occupant in the observation platform, standing by the door is a man in his late 30's, his sharp, dark features give him a roguish look and his purple flight suit is in the design of the Bpaa Thap. _

**?: **She may not look like much, but she's got it where it counts. I've personal was behind some of the modifications that makes my baby able to compete with even those Mongo dreadnoughts.

_He walks ups to Spiderman and stares him down for a moment before Shadow interrupts._

**Shadow:** Everyone … this is the commanding officer of the Ranger 3; Captain _**William Rogers**_ … trained by NASA and formally an officer of S.W.O.R.D.

_Rodgers sharply offers his hand to Spiderman and gives him a smirk._

**Capt. Rogers:** You can call me_** Buck**_.

_Spiderman shakes his hand but Buck quickly let's go and address Phantom._

**Capt. Rodgers:** The Ranger 3 has been prepped for launch and ready when you give the word … however.

_He gestures to Phantom to look out of the observation window._

**Capt. Rodgers:** I'm a little worried about the crew you've provided.

_Buck points down to the hanger floor where a small commotion is taking place. Two S.W.O.R.D. against are struggling with each other, one being Agent Anthon as he is dragging his fellow Peak survivor, Agent Joe towards the entry hatch to the ship. However, Agent Joe desperately tries to pull away and make a run for it. Unfortunately for him, a couple of Jungle Patrol soldiers come by and lift Joe off his feet to carry him inside, much to the relief of Anthon._

**Phantom:** We don't have many experience astronauts on the Island, the fact that we were able to recover any S.W.O.R.D. survivors from the Peak is a miracle. You've just got to make do Buck.

**Capt. Rodgers:** I'll get them prepped.

_Just as he turns to leave, Spiderman receives an incoming message for Goblin._

**New Goblin:** _"Sorry to interrupt your little soiree. But it looks like we may have some party crashers heading our way … I'll get the paper hats."_

_Upon hearing this, Phantom activates his communicator and messages Moonstar._

**Phantom:** Dana … can you give us a progress report?

**Moonstar:** _"Progress?! Mongo forces have started to overrun several checkpoints. We won't be able to hold the Island for much longer!"_

_Shadow moves closer to Phantom and lays a hand on his shoulder._

**Shadow:** Ghost who Walks … You know what you need to do.

_The young hero sighs heavily but nods his head in understanding._

**Phantom:** Dana, send out the retreat notice … full evacuation.

**Moonstar:** _"… ok."_

_He ends the transmission and activates a new one for Captain Guran._

**Phantom:** Captain, I need you to get MJ and my Aunt to the… Captain?

* * *

**Bpaa Thap Main Compound **

**Phantom:**_ "Captain?! Captain Guran do you copy?!"_

_The Jungle Patrol commander could not respond, the bulk of the Mongo forces had broken through their defensive lines and are now entering the compound. With what little remains of her forces, she and her father continue to fight the Mongo troops at the entrance of the compound. Every soldier of the Jungle Patrol continues to fight on bravely, for every member they lose, they take down 10 Mongos in their place. _

_As both father and daughter open fire from the steps of the main entrance, Commander Guran notices in the distance … a hulking black armoured warrior running through the ranks on the Mongo assault, occasionally knocking down friendlies along the way. As the Null reaches to the front of the assault, a Jungle Patrol soldier fires a shot right into his chest, but the behemoth shakes his off like it was nothing. The moment Null was close enough, he ignites a massive energy sword and strikes down every single one of them with a single swipe each, severed limbs flung across the battlefield._

**Commander Guran:** TAKE HIM DOWN!

_A dozen of his remaining soldiers attempt to rush the giant warrior, but the black armoured behemoth merely cleaves his was through all of them with little effort … their remains littering the ground around him. At this point the Mongo forces cease fire and merely watches the carnage occurring before them. With most of the Jungle Patrol wiped out, Null slowly approaches the father and daughter. Making his choice, Captain Guran drops her fire arm and arms herself with a her traditional Bangallian blade._

**Commander Guran:** Sandrine!

**Captain Guran:** Stay back, father!

_She sprints down the stairs and charges at the armoured behemoth, crying out an ancient Bangallian war cry as she does so. When she reaches her opponent, she slashes her blade around to strike him, but the warrior proved to be a lot faster than he looked, easily avoiding the captains' efforts with well-timed jumps and crouches. After avoiding a few more swings, Null grabbed hold of the captains' wrist and crushes it, causing her to cry out in pain and drop her weapon. _

_He let go of the commander to strike him through the chest with his energy weapon, but the commander was agile enough to side step out of the way in time. Guran switched to marital combat and began punching and kicking his opponent at his arm joints and knees, in the hopes of bringing the warrior to the ground. But this did little to affect Null, as he just swings his blade around in heavy swipes in the hopes of catching the nimble commander. _

_Captain Guran back flipped out of the way of one of Nulls attacks and charges towards him, running up the behemoths chest and back kicking him in the head. But Null recovered quickly and punched the captain in the stomach as she landed. Winded, the captain was unable to defend herself from the onslaught of punches and kicks from Null. Finally, Null sweeps Gurans leg, knocking her to the ground. As Guran fell hard on her back, Null stepped closer to her and plunges his sword into her chest, killing her instantly._

**Commander Guran:** NOOOO!

_Null pulls his blade out of his victim and turns his attention to the commander. In a flash of blinding rage, the grieving father rushes at Null, firing his blaster at the behemoth. The blasts do nothing to affect Null, but the moment he was close enough, Commander Guran tried to smash his rifle against Null. Unfortunately, the behemoth catches Guran by the throat and lifts him high off his feet with one hand. As Null readies his weapon to strike his prey, he suddenly hears a clicking sound going off and the commander looks Null dead in the eye … with a smile._

**Commander Guran:** See … you … in … hell.

_And on that note, the commanders hidden explosive goes off, engulfing the area in an explosion. As the dust settles, the watching Mongo forces wait to see Null emerge from the debris … completely unscratched from the surprise attack. As the Mongo troops cheer and advance into the compound, Null activates his communicator._

**Lord Null:** My Lord

**Emperor Ming:** _"Is the task I set for you completed?"_

**Lord Null:** Yes … the stronghold has been taken.

**Emperor Ming:** _"And the humans?"_

**Lord Null:** Dead.

**Emperor Ming:** _"Very good Lord Null, return to my daughters' side immediately … an await my arrival."_

**Lord Null:** Yes, My Lord.

* * *

**A/N: Comment and Review**


	38. Wrath of Ming

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 37: Wrath of Ming**

_Bangalla was lost … due to the overwhelming Mongo forces, there was no choice but to evacuate the island. The moment the order was given, many of Bpaa Thap personnel had abandoned their positions and made way to the several escape routes the Island had prepared; some managed to make their way to the runway and attempted to escape by aerial transports, but the most effective way was to head underground to the hidden docks beneath the islands surface and escape using submersibles. _

**Bpaa Thap Command Centre – Bangalla – Night**

_With the rest of the personnel recently evacuated, only President Fury and Moonstar are left in the now deserted command centre, finishing up with some last minute security measures._

**President Fury:** Have you finished with those data files?

**Moonstar:** Everything has been downloaded to the drive and activating the purge to the mainframe now.

**President Fury:** Good, and what about the security system?

**Moonstar:** Set to automatic … should give us a chance to get out of here.

**President Fury:** Then we need to get…

_He hears the lift right behind them start to open and in a flash, draws his blaster and aims it at the doors just as they open and Iron Fist enters along with Power-Man. _

**Moonstar:** Danny!

_She rushes over to her boyfriend and hugs him tightly._

**Iron Fist:** I'm so glad to see you are safe, but I think it's time for use to leave.

**Power-Man:** Mr President…

_The muscle bound hero walks up to Fury and holds out a Jungle Patrol rifle for him to take that he was carrying on his shoulder._

**Power-Man:** I've brought you something with a little more kick.

_Fury takes the rifle and checks its condition before returning his attention to Power-Man._

**President Fury:** Thanks kid … now let's hustle people, double time.

* * *

**Bpaa Thap – Ranger 3 Facility**

_With the remaining Earth forces giving ground, it allowed enemy forces to start swarming across the entire island. And as for the hidden hanger that the members of the League now occupy, even they knew that it was only a matter of time before they were discovered. _

**Spiderman:** Ok, listen up team. It's not going to take long for the Mongos to find us, and when they do their going to hit us hard. We need to buy as much time as we need for the Ranger 3 to be ready, so we need to get into defensive positions…

**Shadow:** Hornet, Kato … I want you two at the main entrance with Cloud and myself. Zorro, I need you on perimeter…

_As Shadow lays out his plan for the League, Spiderman receives an incoming message on his communicator. When he answers it, he's relived to see that it was Aunt May._

**Spiderman:** Aunt May, thank god your safe … are you at the evacuation point? Is MJ with you?

**Aunt May:** _"Yeah, she's with me and we're safe … for the moment. Our escort was ambushed, but we both made it into one of the suites in the main compound … Peter, we're trapped in here."_

**Spiderman:** Stay tight, I'm coming to get you both.

**Aunt May:** Still my hero as always … be quick Peter.

_The message ends and Spiderman turns his attention back to see the League had already started to leave to get ready, with only Shadow, Phantom and White Tiger remaining._

**Shadow:** Spider?

**Spiderman:** It's my Aunt and MJ, they didn't make it to the evacuation point and now their trapped. I need to go get them.

**Phantom:** Where are they?

**Spiderman:** One of the suites of the main compound.

**Phantom:** That's going to be swarming with Mongos by now … I'm coming with you.

**White Tiger:** Me too.

**Spiderman:** No! You're staying here and getting on the ship.

**White Tiger:** Don't even try to stop me Web-head! I'm going with you so you can shove your overprotective crap up your…!

**Spiderman:** I'm sorry Tiger…

_He nodded to Shadow, who responds with stepping in front of Tiger and waving his hand once across her face. Instantly, Tiger collapses unconscious, but Shadow was quick to grab her before she hit the ground. _

**Spiderman:** Thanks Shadow.

**Shadow:** Time is short, go get your loved ones … make haste.

_In a flash the two heroes left, leaving Shadow to attend to a now sleeping White Tiger._

* * *

_Elsewhere on the island, a costly battle is being waged; several of the islands heroes and villains whom remained behind to draw the enemy's attention, unfortunately are fighting for their lives against Princess Aura and Lord Null. The ground is already littered with the lifeless remains of Triton, Shocker, Scorpion, Grizzly, Ka-Zar and even Zabu. As the Mongo Princess plunges her bladed staff into the chest of Songbird, she glances over her shoulder to see Lord Null using both his hands to crush the life out of a beaten A-bombs skull. The moment Songbirds body goes limp, Aura pulls her weapon out of her victim and surveys the fallen opponents around her with great disappointment._

**Princess Aura:** A pity … these warriors do not possess the same spirt as the one I faced before. I dare say I haven't even broken a sweat.

_With one last effort, Lord Null crushes A-Bombs skull and holds him up with one hand before letting him drop to the ground._

**Lord Null:** This one was strong … but talked to much.

_As they started walking over the corpses around them, a Mongo trooper hurried over to them before stopping and saluting the princess._

**Princess Aura:** You may speak.

**Mongo Trooper:** Your Majesty, We've just received word that the Emperors Reach is about to…

_As he was still talking, a vast shadow was cast down around them and the Princess looked up to see her father's flagship dominating over the sky above the entire island. Due to its size, the rest of the fleet she had brought with her had to pull back to allow the humongous vessel to get close enough._

**Princess Aura:** Correction … he is here.

* * *

**Bpaa Thap Main Compound – Suite**

_With the entire facility now overrun with enemy troopers and the possibility of danger around each and every corner, time seemed to stop for MJ and May Parker. The two of them had no clue as to how long they were bunkered down in the suite they took refuge in. Keeping out of sight of any nearby windows and doors, they both kept down and behind the lounge chairs and other furniture they propped up for cover._

_May kept her eyes on the suite door, her Mongo rifle readied to take down anyone who entered, while MJ just sits right behind her, struggling to catch her breath and clutching onto the Mongo side-arm in her hand. She quickly looked over to the now dead Mongo trooper lying a few feet away from them and cringes at the memory of her actions which resulted in the trooper's demise. _

_Suddenly they could hear movement coming from the hallways outside, more troopers conducting another search of the area it seems. May took a deep breath and kept her weapon trained at the door, as MJ got to her knees to do the same thing. Next the heard a commotion taking place outside; blaster fire, loud thuds on the ground and shouting. After a minute there was silence and the door to their suite began to open. May had her finger ready on the trigger, but then she felt a wave of relief as both her nephews entered the room._

**Aunt May:** Peter! Kit!

_Both heroes rushed forward to embrace their loved ones; Peter hugging his Aunt while Kit pulled MJ close to kiss her passionately on the lips. _

**Spiderman:** Aunt May! Are you and MJ ok?

**Aunt May:** We're fine Peter, I'm just glad you boys got here in time.

_The two of them looked over to Phantom and MJ, still kissing, before MJ pulled away and much to the surprise of Peter and May, slapped Phantom in his cheek._

**MJ:** What the hell took you so long?!

**Phantom:** Several patrols of enemy troops, aerial surveillance, big scary monsters … take your pick, Red. But first let's get you both out of here.

_The group then left the suite and made their way throughout the hallways of the compound, luckily they were able to keep out of sight and avoid any Mongo patrols. Everything was fine until they reached the balcony walkway just above the main entrance. Their escape route was compromised with so many troopers swarming the area outside. Possibly due to the arrival of the colossal Mongo vessel high above them._

**Phantom:** No good, they'll spot us for sure.

**Spiderman:** What if we head up?

**Phantom:** What?

_The web-slinger activates his com-link and contacts New Goblin. After a few mocking comments from his former best friend, Spidey was able to convince him to meet them up on the roof of the compound._

**Phantom:** Are you crazy? I'm not putting Aunt May and MJ in that nut-balls hands.

**Spiderman:** An air lift is the only chance we have…

**Phantom:** With that monstrosity up above? We'll get shot down in seconds

_Phantom glares at Spidey stubbornly for a moment before groaning in defeat. But just as they were about to move out, MJ stops the pair of them and gestures to the troopers below._

**MJ:** What are they doing?

_Well over what seemed like a hundred Mongo troopers had started moving into positions of single file ranks on opposite sides, leaving room for a pathway towards the compounds entrance. By the time they were all standing at attention, it wasn't long before Spiderman saw a reluctantly familiar face standing beside a black armoured, giant of a man walking down through the pathway._

**Spiderman:** That's her.

**MJ:** Who?

**Spiderman:** The Mongo Princess.

**Phantom:** Who's the big guy next to her?

**Spiderman:** No idea.

_Without another word, the two heroes had the same thought and activated their armours built in surveillance functions to survey what was happening down below. As the two aliens finally stopped moving, and looked up towards the Emperors Reach, blocking out the sky above them. Suddenly a blinding beam of light had emitted down from the ship above, illuminating the small square foot of space right in front of the pair of Mongo warriors. _

_Next they saw silhouettes emerging from the beam and they watched as several Honour Guards had emerged to encircle around the beam. These guards looked different from the ones under Auras command, instead they wore thick red capes reaching their feet, and sections of their armour were painted in black with gold pattern decorations. This gave them a more ceremonial look compared to the regular guards. _

_Suddenly the beam of light disappeared, leaving in its place, one last mysterious figure in a hooded red and gold garment. Even at that moment, Spidey know who he was. He had seen enough, been told enough to piece together who this new figure was and all he could do was mutter a single word to himself._

**Spiderman:** Ming.

_The hoard of Mongo troopers began chanting as the Princess and Lord great their master and he begins leading them walking down the pathway, his guards in toe._

_**"Hail Ming Hail … Master of the cosmos … Hail Ming Hail … Ruler of the Galaxy"**_

**Princess Aura:** I told you I would succeed, father.

**Emperor Ming:** I did not doubt your skill my daughter, you only required the correct motivation. Even so I am most impressed that you were able to determine the location of their base so quickly.

**Princess Aura:** The humans that I had captured when assaulting their leader's stronghold. They were unaware that the transports they commandeered when escaping had trackers in place … it led me right to them.

_Upon hearing this Spiderman face dropped, it was him, he's the reason they found Bangalla … how could he have been so stupid. As if feeling his cousins piercing stare burning into the side of his head, Spidey looked over to him and saw that Phantom was quietly but menacingly glaring at him. Phantom was clearly trying to hold it together so that he wouldn't attract attention, but is heavy breathing was getting worse and he couldn't help but place his hand across the hilt of his gun. _

_But before he did something he would regret, MJ placed her hands over his shoulder and hand in an attempt to calm him down. Thankfully this seemed to be working, that was until they heard blaster fire taking place down below and they looked down to see that the Mongo entourage was hit by a surprise attack. _

_A whole army of Squirrels start engulfing the rest of them, crawling up and into sections of armour and causing mayhem amongst the rank and file. Meanwhile, Agent Venom crashes down amongst the Mongo troops and created a 360 explosion of Venom-like tentacles to knock down several dozens of unsuspecting troops. _

_The Honour Guards encircle their master and use their staffs to swipe at the earth vermin, just as both the Princess and Null kick and stamp on the critters. As the Emperor watches in minor amusement, he notices Agent Venom charging at full speed right towards him. He throws a lazy arm wave, signalling his guards to intervene so they rush to meet the hero head on. Drawing back to his old college football days, Agent Venom tackles to the ground a few guards but continues to speed towards his target. A guard draws his side arm and begins blasting at Agent Venom, but he effortlessly bobs and weaves to avoid impact, before countering with his shoulder rockets._

_As he gets closer to Ming, Princess Aura and Lord Null bloke his path, weapons raised. But before they could strike, Agent Venom uses his symbiotes abilities to launch himself high above them and towards his target. As Agent Venom descending fast towards Ming, fist raised, the Emperor merely raises his hand and stops the hero in mid-air, only feet away from him. While the football star hangs motionlessly, Emperor Ming raises his other hand, causing all the Squirrels in the area to float up into the air, freeing his troops from them. He slowly starts curling his hand into a ball, forcing the Squirrels to cry out in pain. _

**Emperor Ming:** Whoever commands these vermin! Come before me or watch them suffer!

_After a moment of silence, Squirrel-Girl emerges from behind some nearby bushes and cautiously walks towards the Mongo horde. As the troops make room for her to get closer, several Honour Guards approach her and grab hold of each arm, dragging her over to beside a now free Agent Venom so they could both kneel before the Master of Mongo. _

**Emperor Ming:** A … child?

**Squirrel-Girl:** I aint no baby, I'm Squirrel-Girl.

**Emperor Ming:** Well, your efforts were most … amusing. Perhaps I could use a jester in my court.

**Squirrel-Girl:** I'd rather be dead than be amusement for a meanie like you!

**Emperor Ming:** As you wish.

_In an instant, Ming curls his hand into a fist and crushes the life out of every one of Squirrel-Girls friends; Tippy Joe, Slippy Pete, Mr Freckle, Nutso and even Monkey Joe all squeaked their last breath as each one fell to the ground … dead. Squirrel-Girl cried out in horror before Lord Null drew his energy blade and drove it right through her back. In a blind rage, Agent Venom broke from his bonds and lashed out at the Emperor. However, Ming easily avoided his clumsy efforts, before grabbing onto Agent Venoms arms._

**Emperor Ming:** A most intriguing concoction … let's have a closer look.

_Ming unleashed his cosmic powers and started to burn away the symbiote bonded to Flash. After minutes of what seemed like pain beyond his comprehension, Agent Venom dropped to his knees, only that the Venom part of him was gone, burned away into dust and leaving only Flash in its place._

**Emperor Ming:** As I thought … only a man.

_He tossed the human away and was about to finish him off, until Flash struggled to his feet and picked up a nearby sword, the same Bangallian sword used by Captain Guran._

**Flash:** I'm not … giving up … Spidey … wouldn't.

_With incredible willpower, he staggered towards Ming, every muscle crying out in agony but that did not deter him. Several of Ming's Guards tried to stand between him and their master, But Ming ordered them to stand aside and let the human approach. Meanwhile, Spiderman desperately wants to go and help his friend, but Phantom constantly holds him back, telling him that he'd put their aunt and MJ in danger if they were discovered. But down below, the Emperor then materialised his own sword out from thing air and stood ready for the human._

**Emperor Ming:** Brave of you, boy. But I thought you'd have learned your lesson.

**Flash:** I'm told I'm a little hard headed.

**Emperor Ming:** Clearly … what is your name?

**Flash:** Flash Thompson!

_He lunges at Ming, blade held high and slashes down at him. But Ming easily parries his attack and they look at each other with crossed blades._

**Emperor Ming:** … Flash?

_The New Warrior broke the lock and continued to swing his sword at the Emperor like an amateur, while Ming is clearly stringing him along, effortlessly parrying and countering every move Flash makes._

**Emperor Ming:** You have no technique.

_Flash continues his attack but Ming quickly counters, making his opponent lose his balance slightly and pushing him to the ground with his free hand. Flash pulls himself up and lunges at Ming, only to have him sides step out of the way and letting him fall back down to the ground. _

**Emperor Ming:** Sloppy.

_He watches his young opponent get back to his feet, then turn and charges at Ming. But once again, he sides steps out the way and uses the hilt of his sword to strike Flash in the back as he passed by, knocking him onto his hands and knees. Ming calmly walked round to face Flash, picking up his sword in the process._

**Emperor Ming:** A pity … with the proper training, you could have been a powerful warrior.

_He then brings the two blade up against Flash's neck like a pair of scissors._

**Emperor Ming:** But you need more than a natural ability to get the better of me.

_And in one swift motion, Ming decapitates Flash and lets his corpse collapse to the ground. _

**Spiderman:** NOOOOOO!

_Before Phantom could stop him, Spiderman leaps down form their balcony and web-swings his way towards the Mongovians, avoiding their blaster fire in the process. As Spiderman launches his attack, firing web-shots and web-zipping Mongo troops off the ground, the Emperor looks up and notices the group of humans fleeing from their hiding spot above. _

**Emperor Ming:** Lord Null … bring them to me.

_Without any hesitation, the Emperors Hammer left his masters side and ran into the compound to pursue his prey. Meanwhile Spiderman is down amongst Mings troops, fighting them groups at a time, throwing them into each other, ensuring them with his webbing before being confronted by Princess Aura once more._

**Princess Aura:** If it isn't my handsome spider.

**Spiderman:** If it isn't the Mongo harpy.

_Enraged, Aura attacked Spiderman with her staff but he quickly web-yanked a staff out of the hands of a nearby Honour Guard and used it to block her strike. The two of them continue to exchange blows; Spiderman, able to keep up with the princess once more thanks to his Spidey-Sense, while Ming looks on in amusement._

* * *

**Bpaa Thap Main Compound – Interior **

_Cursing Spiderman's recklessness as he leads his family to the roof of the compound, Phantom desperately tries to lose their pursuer, unfortunately, Lord Null proves to be a tenacious foe. Every time Phantom tries to fool him by sharply changing directions or tricking him into a dead end, Null was able to quickly pick up on their trail again. As they got closer towards the route up to the roof, Phantom started to get desperate. He drew his guns and started to open fire at the black armoured behemoth, but the impact of his shots didn't even phase his target, let alone slow him down._

_When that failed, he took out a small device, about the size of a coin and threw it down on the ground. When they were far enough ahead and Null was in range, the device activated and exploded, collapsing the ground beneath and taking Null with it, leaving a giant hole on the ground where he once stood._

**MJ:** Bottom floor … kitchen and toiletries.

**Phantom:** Just get moving.

**Main Compound – Roof **

_It didn't take long for the group to reach their destination. After emerging on the roof, Phantom desperately looked around for any sing of Goblin, but he didn't appear to be anywhere in sight. _

**Phantom:** Damn it! Where is that green psycho?!

**New Goblin:** Ask for the devil…

_The three of them turned round to see New Goblin stepping out from the shadows behind them._

**New Goblin:** And he shall appear.

_He leads them over to where he left his glider and hoped on, allowing both MJ and May to climb up either side of him. But before Phantom could climb on, a section of the roof exploded and Lord Null climbed his way through._

**Phantom:** Get them out of here!

**MJ:** KIT!

_He drew his twin guns and advanced on Null, firing as he does so. But the black armoured titan just took the hits and closed the distance between them, swinging his sword away while Phantom leaps and rolls out of the way. As he continues to distract the behemoth, Goblin lifts his glider off the ground, struggling to keep it balanced with the extra passengers. But before they could even reach the edge of the roof, Null swung his sword horizontally and unleashed a wave of energy right at them. Before they here home free, the wave clipped the edge of the glider and sent them crashing to the roof edge. _

**Phantom:** NO!

_Both Goblin was rendered unconscious from the blast, but MJ and May; both bruised and battered were able to crawl their way from the crash. Phantom rushed over to help her MJ, but before could help his Aunt, Null slashed his sword in front of them, forcing the pair back and into a corner of the roof. As Null advanced towards them, sword raised above his head to strike, but before Phantom could do anything to stop him, he was suddenly propelled backwards and into a wall by an explosion. Next thing they knew, Rocketeer landed right in front of them and dropping his shoulder mounted rocket launcher to the ground._

**Rocketeer:** Let's go kids!

**Phantom:** Not without my Aunt!

**Aunt May:** KIT!

_He looks over to his aunt to see her waving her hand at him, signalling him to go._

**Aunt May:** Go…

**Phantom:** I can't…

**Aunt May:** Save yourself and go!

**Phantom:** No!

**Aunt May:** I love you, Kit…

_Suddenly, Phantom was grabbed by Rocketeer and he lifted both him and MJ off the ground by one hand. But before he left, Rocketeer shouted over to May._

**Rocketeer:** Take cover!

_Then he rocketed away, carrying both Phantom and MJ with him and leaving Aunt May just as Lord Null emerged from the debris of the wall and began walking towards May. But before he could take even a few steps closer when suddenly a barrage of heavy gunfire rained down upon him from behind, knocking him to his knees. _

_May looked up into the sky to see that it was coming from a S.H.I.E.L.D. fighter jet, piloted by Sarah. Guessing on what was going to happen next, May hurried over to Goblin and pulled him and herself under his glider for protection just as Sarah fired a missile right at Lord Null. The explosion covered a large section of the rooftop as Sarah flew away, but both May and Goblin managed to survive it. Unfortunately, so did Lord Null, and he walked right up to the glider and threw it to one side, glaring down at a terrified May Parker._

* * *

**Main Compound – Exterior **

_As Spiderman and Aura fight on while surrounded by her troops, Ming's attention is drawn to the explosion that occurred up on the compound roof and to the rocket man carrying a pair of humans away from the area._

**Emperor Ming:** Enough.

_With a sweep of his hand, his uses his powers to freeze Spiderman on the spot, before he could strike Aura with his fist. Angered by her father's intervention, the Princess turns to face the Emperor._

**Princess Aura:** Father! What are you doing…?

**Emperor Ming:** Silence!

_Without a word, he raises his arm and points east of him. Aura, knowing her father too well, takes out her visor and scans the direction he was pointing to until she finds the escaping humans in the distance._

**Emperor Ming:** Follow them and bring them to me.

_Reluctantly, Aura obeyed her father's command and left in a nearby Mongo transport to follow her new targets. This leaves Ming to walk up to the still frozen Spiderman._

**Emperor Ming:** Most … intriguing.

* * *

**A/N: Comment and Review **


	39. Into the Abyss

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Chapter 38: Into the Abyss**

**Bpaa Thap Ranger 3 Facility**

_Shortly after Spiderman and Phantom had left to rescue their family, Mongo scouts had stumbled across the Ranger 3 facility. Thankfully the members of the League were able to quickly mount a defence against the Mongo forces. But by the time, Rocketeer, Phantom and MJ had reached them, the assault was already underway. Mongo troops were swarming around the area, but they were met with Green Hornet and the full arsenal of the Black Beauty guarding the main entrance. Its front Browning machine guns decimating any trooper foolish enough to get close. _

_Just outside the main entrance, Shadow was using his powers to create illusion to confuse enemy forces while Swift Cloud easily put them down with her revolvers. Zorro was riding his Tornado Z around the area and using his sword to slice away at any troopers that were close enough. Although Everyone was putting up a courageous fight, they were clearly starting to get over run. Shadow had already ordered everyone to fall back into the base. When Rocketeer landed with his two passengers, Shadow was still firing upon Mongo troops as he ordered Phantom and MJ inside before turning to Rocketeer._

**Shadow:** Where's Spiderman?

**Rocketeer:** Last seen, he was neck deep in enemy troops … I couldn't get to him.

_Rocketeer could see the concern Shadow had on hearing this, despite trying to hid it. In order to let off some frustration, Shadow shot and killed 5 advancing troopers._

**Shadow:** Spiderman's more resourceful than any of us … he'll be fine.

**Rocketeer:** I know … you trained him well.

**Shadow:** Now get inside, we're ready to…

**Rocketeer:** I not going?

_Shadow gave Rocketeer a surprised look, something the pilot doesn't see often._

**Rocketeer:** Your needed with them … I'm needed here.

_Shadow continued to look at Rocketeer silently, before nodding in understanding and offering his hand to him, which he took._

**Shadow:** Good luck … Cliff.

**Rocketeer:** You too … Lamont.

_And on that he rocketed away into the sky, leaving Shadow. But before he retreated into the base, Shadow saw a Mongo transport coming into view and beginning to landing just a few yards away from him. In a flash he used his telepathy to contact Hornet and have him do one last thing before they head inside._

_Just as her transport landed, Princess Aura was about to step out when suddenly she heard the roar of an engine and a black vehicle race out into the open from nowhere and head straight for her, its weapons blasting everywhere._

_With her quick reflexes she leapt out of the transport and over the vehicle just as it crashed into the transport. The force of the resulting explosion propelled the Princess into the air and land hard onto the ground below. She rolled herself into a kneeling position and looked back at the burning debris behind her. There was no sign of a driver, clearly the vehicle was driven by remote control. But Aura just shrugged it off and rallied what forces where there to follow her inside the facility._

* * *

**Main Compound – Interior**

_The Emperor Ming strolled his through into the large main hall of the compound, followed closely by his guards and a captured Spidey. He looks around, taking in all his surroundings in deep contemplation, before speaking out loud to himself._

**Emperor Ming:** Such a primitive species, and yet even at the twilight of your defeat you still fight, refusing to accept the inevitable.

**Spiderman:** If you expect humanity to give up without a fight … then you're in for the biggest let down of your life. The Kree, Skrulls, Phanax and many others have tried, and all of them had to learn the hard way that our home is worth fighting for. And it doesn't matter what you try to do to break us … humanity's will to be free is going to beat you!

**Honour Guard:** You dare…?!

_The guard strikes his weapon against Spiderman's head, but Ming holds his hand, signalling him to stop. Ming moved towards the kneeling hero until he was standing only feet in front of him, Spidey looked up to see Ming raising his hands up to gently pull back his hood. As he does so, Spidey could now look at the true face of his enemy and it wasn't anything like he had imagined for a great cosmic destroyer. _

_He looked almost human, but he had the same golden skin as his daughter Aura, his features were in fact similar to a handsome man in his late 30's. He had quiet the stern expression, made more intimidating thanks to his simple black goatee and Fu Manchu moustache. He had long black hair, combed all the way back and sitting just above his neck line. But the most disturbing feature of this entity that Spiderman found was his eyes, pitch black with dark yellow pupils. They pierce through Spidey and he couldn't help but feel like he was hypnotised into looking at a black hole._

_That when Spidey noticed the strange tug on his mind, thoughts from his past bubbling up to the surface. Thanks to his training with Shadow, he recognised it as Ming delving into his mind and through he was trained against these techniques, the sheer power of Ming proved too overwhelming to be effective. _

**Emperor Ming:** Pain … suffering … loss … war. In the end, it's all you've ever known, isn't it? You were so young when you lost your parents … then your uncle. No wonder you are so motivated in spirt to fight as well as you do…

**Spiderman:** Get … out…

**Emperor Ming:** Conflict … is in your blood. I too have suffered and lost, and have emerged stronger by it. Which is why I have worked to spread it, to perfect it. But you…

**Spiderman:** Stop…!

**Emperor Ming:** You were forged by it … like me.

_Just then, Lord Null had emerged from the shadows, carrying both Aunt May and New Goblin over his shoulders. Ming looked over to his Hammer and ever so subtly, gestured his head, signalling Null to throw Goblin down beside Spiderman before taking his position behind Ming, with Aunt May still in his grasp._

* * *

**Bpaa Thap Ranger 3 Facility**

_The Ranger 3 is ready, all preparations for the launch have been made and everyone's in position. That is except for members of the League. Once Princess Aura had arrived, it didn't take too long for the Mongovians to storm the facility and the League and a few remaining Jungle Patrol soldiers were all that stood in their way. But when the countdown began a couple of problem occurred; the hanger bay doors weren't responding from inside the Ranger 3's bridge and had to be overridden from a terminal from the hangers control room, a task that Green Hornet and Kato took upon themselves. _

_Next the fuel pipes connecting to the ship wouldn't detach and had to be done so manually. Much to Phantoms reluctance, MJ agreed to do it while the rest of them continued to fight back Mongo troopers. Unfortunately, not everyone was keen to leave, White Tiger had awoken prematurely inside the Ranger 3 and freaked out when told her husband was not here. As she tried to run out into the battle raging outside she was stopped by Shadow on the walk way who tried to pull her back but she struggled._

**White Tiger:** We can't leave him!

**Shadow:** It's too late, we have to go!

**White Tiger:** I won't go without him!

**Shadow:** You have too!

_Shadow had lost his patience with the hysterical heroine and was about to strike her to knock her out, when Swift Cloud arrived and did the job for him, knocking Tiger out with one swift punch. As Shadow carried the unconscious Tiger into the ship, he gave Cloud a look that she quickly responded to._

**Swift Cloud:** Don't give me that, Spooky … if I didn't, you certainly would have.

**Shadow:** I just wish you did it sooner.

_Meanwhile up in the hanger control room, Hornet and managed to override the terminal and successfully got the hanger doors open. Unfortunately, as they were just about to leave, Kato caught sight of a rocket projectile, fired by a Mongo trooper was on a direct course the control room. _

**Kato:** GET DOWN!

_She pulled Hornet to the ground just as the rocket hit, in the resulting explosion, glass and debris threw everywhere and flames engulfed the room. As Hornet emerged amongst the debris, he went to check on Kato, who had a shard of glass impaled into her side. _

**Green Hornet:** Mulan!

**Kato:** I'm ok … it's not too deep … but I don't know if I can… you need to leave Luke, now…

**Green Hornet:** I'm not going anywhere, Mulan. It's you and me as always.

**Kato:** Always … stubborn.

**Green Hornet:** Your one to talk.

_He opens his comm-link to Phantom, who's leading MJ and Zorro upwards towards the walkway leading to the ships hatch, while the last of the Jungle Patrol offered to stay behind and fight on against the Mongovians._

**Green Hornet:** _"Phantom, Kato's hit. It looks like we won't be joining you guys this time. Don't worry about us, we'll find a way out."_

**Phantom:** Don't be stupid, we're coming to get…

**Green Hornet:** _"There's no time! Just get on board and go … bring back help."_

**Phantom:** Don't you two dare do something stupid like die before we get back.

**Green Hornet:** _"Who me? Good luck Kit."_

**Phantom:** You to Luke.

_The three of them reach the walkway, but before they could cross over, Princess Aura flipped over from before and now stood between them and the entrance hatch of the Ranger 3. _

**Princess Aura:** Tut, tut … it's not nice to fight and run.

_Zorro unsheathed his sword as Phantom drew his gun. _

**Zorro:** I'll take the front … you take the rear, Senior Phantom?

_His teammate nodded and turned to MJ._

**Phantom:** Stay back.

_He opens fired on Aura, but she quickly activated an energy shield to protect her. Both Phantom and Zorro charged at her and when they were close enough, Zorro dropped to his knees and allowed Phantom to jump on him and leap over Aura and land right behind her. Zorro quickly recovered and both he and Phantom began fighting the Mongo Princess from either side, unfortunately even in the narrow space, their opponent seemed more than capable to fend off both of them at the same time. It didn't take long for Aura to realise that she needed to change the field of play and used her incredible strength to smash the walkway, causing it to collapse. Phantom backed away onto the ships open hatch way while both Aura and Zorro down towards the hanger floor. Fortunately, Zorro was able to use his whip to latch hold onto a gate to save him, but MJ was still stuck on the other side of the now gone walkway._

**MJ:** Kit, there's no way to cross!

**Phantom:** You need to jump!

_MJ hesitated for a moment before seeing Phantom reached out with his hand, ready to catch her. Reassured, she gave herself some running distance, but before she can make a dash for it, a couple of Mongo troopers came out of nowhere to grab hold of her. Phantom aimed his gun and shot the Mongos dead, but more troopers came into range and open fired on him. He fired back at them but he was now pinned down, and unable to help MJ as more Mongos grabbed her and dragged her away, just as the Ranger 3 was pulling away to take off._

**MJ:** KIT!

**Phantom:** MJ!

_Suddenly he found himself being pulled inside the ship just seconds before the hatch automatically closed. He looked round to see it was Shadow and snapped at him._

**Phantom:** Stop the launch, I have to…

**Shadow:** Phantom! It's too late now.

_He tried to walk away but Phantom grabbed his shoulder._

**Phantom:** I said stop the launch!

**Shadow:** We can't help her or any of them now, if we go now we can help them later! We have a job to do!

**Phantom:** I DON'T CARE, I WONT LOSE HER TOO!

_Suddenly Shadow grabbed hold of Phantoms hand and slammed him against the interior hull of the ship. _

**Shadow:** Come to your senses, boy! What would she want you to do?

_It took a few moments for him to calm down and realise the truth._

**Phantom:** She'd tell me to … go…

_Shadow then let Phantom go and walked away, leaving the Ghost who walks to compose himself. Meanwhile back in the hanger, MJ was being escorted by Mongo Troopers down towards the ground floor. But then from out of nowhere Zorro swung down from above with his whip and kicked one of the troopers to the ground while using his sword to kill the remain ones guarding MJ._

**Zorro:** We must go now, Senorita.

**MJ:** Where? There's Mongo solders everywhere.

**Zorro:** I was told of a way, let us go.

* * *

**Bpaa Thap Main Compound **

_Both Spiderman and New Goblin were on their knees before the Mongo Emperor, with his guards encircling them. Lord Null continues to hold Aunt May in his grasp, while the Emperor looks down on the two heroes._

**Emperor Ming:** The reason for our success is that the people of Mongo possess none of the human traits of kindness, mercy or pity. we are coldly scientific and ruthless.

**Spiderman:** Your wrong! Fighting for others, our friends and family are what make us strong and defeat tyrants like you!

**New Goblin:** And we can be ruthless too … especially to each other.

**Emperor Ming:** Then prove it!

_He gestured over to Lord Null, who tightened his grip around Aunt Mays neck. _

**Emperor Ming:** You want her? Then come and claim her.

_With a wave of his hand, the bonds trapping Spidey and Goblin disappeared, and the Honour Guards stepped back, allowing them space as Ming took a few steps closer to them._

**Emperor Ming:** Now, which of you will oppose me first?

_In a mad rage, Goblin extended some blades that were built into his arms and lunged forward and began throwing punches and kicks towards the Emperor. But Ming was faster than he looked, every time Goblin lashed out at Ming, he seemed to just disappear and reappear instantly. Then as Ming reappeared again, he held up his hand and pushed Goblin away with an invisible force, sending him hurtling across the floor._

**Emperor Ming:** Pathetic.

_He took a step forward, but suddenly Spiderman fired webbing at his feet, pinning him to the ground. Without a moment's hesitation, he fired a web-line at a section of the floor and ripped up a chunk of concrete and flung it at Ming. The Emperor lazily raised his hand and blasted it to pieces with a single energy blast. But as the debris scattered everywhere, Ming noticed that Spiderman was gone and felt his presence behind him. But before Spiderman could attack him, Ming reached around and grabbed Spidermans neck and lifted him up over his head and slammed him against the ground._

**Emperor Ming:** A futile effort.

_A cry came from above and Ming looked up to see Goblin, leaping up in the air to throw several of razor bats at him. But Ming just disappeared just before they struck and appeared above Goblin, he let lose a storm of cosmic lightning and shocked Goblin to the ground, before landing down beside the pair himself._

**Emperor Ming:** Can't you see … to be truly victorious, you must be ruthless beyond imagination. Fully prepared to eradicate any threat that stands in your way.

_He then knees down beside Goblin and spoke softly to him._

**Emperor Ming:** Just like he did with your father.

**New Goblin:** How…?

**Spiderman:** HARRY!

_Spiderman lashed out at Ming, But the Emperor quickly countered with a blast of cosmic lightning. It sheer force of Mings attack sent Spiderman hurtling into the air and Ming turned his attention back towards Goblin._

**Emperor Ming:** Your father was a man of vision and ambition, but your so called friend took it upon himself to end him without hesitation … robbing you of any chance to connect to him.

**Spiderman:** He's … don't listen to him Harry.

**Emperor Ming:** I'm not you enemy Harry, I want to help you. Who was it that caused your pain and torment? Who was it that left you without a father and turned you into the beast you are. Embrace your rage inside you, use it to avenge your father … this might be your only chance.

_Spiderman managed to get to his feet and web-yanked Goblin from under Ming and help him to his feet. _

**Spiderman:** Harry, we need to attack Ming together, it's our only chance to save Aunt May.

**New Goblin:** That's all you care about is it? Your precious aunt.

**Spiderman:** Huh?

_Suddenly, New Goblin extended one of his arm blades and slashed it at Spiderman. Luckily his Spidey-Sense alerted him in time to avoid it. _

**Spiderman:** Harry! What are you…?

**New Goblin:** You were always jealous of me Pete! That I had a father who loved me and was around!

_He continued to slash at Spiderman while Spidey did his best to hold back._

**Spiderman:** That's not true Harry, Norman gave me no choice!

**New Goblin:** LIER!

_He sliced down at Spiderman, but his opponent used his strength to break his blade in half, grabbed his arm and threw him to the ground._

**Emperor Ming:** You were his friend, you supported him through those early years and look what he did. He abandoned you for new friends the moment he could, he didn't just hate you … he pitied you.

_Goblin rose to the ground and started throwing several razor bats and Spiderman._

**New Goblin:** You think you could just abandon me? Cut me loose?

_Spiderman avoided as many as he could, swinging around the hall. But a few bats had cut through his armour and one through his web-line. He falls and crashes hard against the ground, suddenly he found Ming standing over him._

**Emperor Ming:** See how quickly he turned on you? If this is an example of the so called friends, you wish to sacrifice your life to protect … then I would take a closer look at yourself and ask … why?

_In a flash, Ming disappears and the sight of New Goblin approaching Spiderman, holding two razor bats as daggers. Spidey knew he had no choice but to face him. _

**Spiderman:** Have it your way … Goblin. It's about time we ended this.

* * *

**Bpaa Thap Sewer System.**

_For the last 20 minutes, Zorro had been leading MJ though the underground sewer system, with Mongo forces hot on their trail. Finally, they managed to reach an opening, leading out into the Caribbean Sea … and to a dead end._

**MJ:** We're trapped!

**Zorro:** Not quiet Senorita.

_Suddenly from outside the pipeline, the Tornado Z; transformed into its recently acquired new flight mode, hovers down from above and steadies itself just beside the two of them._

**MJ:** Now that's cool.

_Zorro helps her on to the driver's seat, before addressing his motorcycle._

**Zorro:** Head south from here, you will reach the mainland in a few hours or so…

**Tornado Z:** _"No vienes con nosotros?"_ (Aren't you coming with us?)

**Zorro:** No … I will by you as much time as you need to escape.

**MJ:** I'm not going to leave you!

**Zorro:** You must…

**MJ:** No, I'm not going to leave you here to die!

_Zorro reaches over to caress her cheek, offering her his devilish smile._

**Zorro:** For one such as you, senorita; I'd gladly die one thousand times over … Live for me, or everything that I am has been for nothing.

_He then kissed her softly on her cheek and once again turned to his ride._

**Zorro:** Now we must part ways old friend, take care of MJ … and yourself.

**Tornado Z:** _"Farewell … Eduardo."_

**Zorro:** Make sure you practice your English.

_Both he and MJ heard shouts and hurried footsteps quickly approaching them. Zorro unsheathes his sword and begins walking away from his friends._

**Zorro:** Go now.

_At first the Tornado Z didn't move, but as the Mongos were getting closer, Zorro shouts over his shoulder._

**Zorro:** Fly!

_Its engines roared and the Tornado Z sped away at top speed, carrying a reluctant MJ out and into the sea. But MJ couldn't help but look back, even at a distance, she watched Zorro engage several Honour Guards by himself._

_Every time a guard lunged at Zorro, he quickly countered with his sword and slashed or impaled his enemies. Zorro truly was a master swordsman unlike any other, he took on three guards at the same time before pulling off some fancy blade work and killing each of them with ease. After taking down several more guards, Zorro stood his ground against the Mongo warriors as they cautiously backed away._

**Zorro:** Anyone else?

_Suddenly the clump of Mongos separated to create an opening to allow Princess Aura to step into view._

**Princess Aura:** This is going to be fun.

_She armed herself with her staff and charged at Zorro just as he saluted her with his sword. He quickly avoided her strike and countered himself, but Aura was skilled enough to parry his efforts and continue striking him with her staff. The two of them moved so fast that the Mongos watching found it hard to keep up with their movements. Zorro and managed to disarm Aura a couple of times but her guards just threw their weapons to her for her use. _

_A part of Zorro loved this, if this was indeed his time, then he wanted it like this; a single duel against a worthy opponent. He kept pushing himself to go further, changing up his pattern of strikes rapidly to keep the Princess on her toes. Even the Princess herself had to recognise her opponent's skill, holding his own against her after successfully defeating multiple of her highly trained guards. _

_After a series of attacks and parries, Zorro stepped his way around one of Auras attacks and sliced a piece of her golden armour off. As she looked down to examine the damage, she could also see a cut in the fabric underneath and a small trace of blood._

**Princess Aura:** Not bad … but I'm done with you.

_Zorro charged towards her, blade up and the two of them continued to cross blades, Zorro pushing her towards the edge of the open sewer. It looked like Zorro had cut of her retreat and decided to end this with one last thrust to her stomach. But Aura was quickly able to catch his blade with her staff, spun it round and used the momentum to step around Zorro. Luckily he was alert enough to stop himself from falling over the edge and turned round to attack Aura. She quickly caught his sword and held it out the way long enough to draw her blaster with her free hand and fire once into Zorros side._

_The shot was followed by absolute silence. Zorro took a step back and placed a hand across his wound and looked down to see the trickle of blood staining his uniform. He dropped his sword and slowly backed away from Aura. Before he could say anything, Aura and raised her blaster again and fired several more times into Zorro's chest. The force knocked him back so far that he fell off the edge of the sewer and feel several hundred yards towards the sea below. The Princess watched as she saw the eventual splash as he hit the surface of the water and she turned to face her men._

**Princess Aura:** Get back above ground and locate any survivors.

_Her troops obeyed, but before she left with them, she picked up Zorro's sword and closely examined it._

**Princess Aura:** Hmm … nice craftsmanship.

* * *

**Ranger 3 – Passenger Hold**

_Right before take-off, Shadow and Phantom make their way inside the passenger hold, to secure themselves along with their comrades Swift Cloud and an unconscious White Tiger. _

**Swift Cloud:** This is like something out of those movie serials … with the space man.

**Phantom:** I'll come back for you MJ … I promise.

_Shadow doesn't say anything, he just secures himself before reaching over to Tiger and took hold of her hand. Suddenly Bucks voice is heard over the ships intercom._

**Capt. Rodgers:** _"Prepare launch ignition … 10 … 9 … 8 …"_

* * *

**Bpaa Thap Main Compound **

_Both Spiderman and New Goblin continue to fight each other, while the Emperor goads the two of them on and Aunt May screaming at them to stop. Thanks to his training with S.H.I.E.L.D., the League and the Bpaa Thap, Spiderman quickly found the upper hand. Beating New Goblin back several times, unaware that he was becoming more and more aggressive._

**Emperor Ming:** That's it young one; use your anger, use your pain. Let it fill you … fuel you.

_After knocking Goblin to the ground, Spiderman uses the last of his web-fluid to pin Goblin to the ground. _

**Emperor Ming:** Good, good … Now strike him down, you want to end this … finish him!

_Spiderman could have, he was this close to obeying Ming's command. But then there was what seemed like a distant voice calling to him, telling him not to do this, that it was wrong and Harry didn't deserve this._

**Spiderman:** I … can't

_Furious, Ming dived into Spiderman's mind and used his powers to bring to the front of his thoughts; the nightmare that has been haunting Spiderman's nights for several months. His wife Ava having the life choked from her by a laughing New Goblin, this time clearer than ever before. Ava's gasps for air and Harrys laughter was deafening Spiderman to the point that he lashed out at Harry in a burst of uncontrollable rage and clasped his hands around his throat._

**Spiderman:** NO! YOU WONT TAKE HER FROM ME … I WONT LET YOU!

_Harry struggled for air, but Spiderman's incredible strength made it a pointless effort. He gargled and choked while Spiderman glared into his eyes. Spidermans rage was overwhelming, so much that it took a few minutes for him to notice the dead look in Harrys eyes. He let go of him and watched in horror as Harrys body fell limp. _

**Spiderman:** Harry…? Oh god, Harry no!

_He looked down at his hands as they shook involuntary, while Ming lets out a menacing laughter._

**Emperor Ming:** Excellent, my boy. You may be more Mongo than I gave you credit for…

**Aunt May:** PETER!

_Suddenly there was a commotion up where Lord Null stood. May was skilfully able to pickpocketed Nulls sword from his back while he was distracted by his master's work. Even though the energy sword was far too big for her, she tried to attack Null with it. However, after a few swings, Null had grabbed hold of his sword and with his free hand, knocked May clean off her feet and sent her crashing down onto the concrete floor near Spiderman._

**Spiderman:** AUNT MAY!

_He rushed over to her side and lifted her head of the ground. She coughed up some blood and looked at her nephew for what she knew was going to be the last time._

**Aunt May:** Don't … don't … forget …

**Spiderman:** Aunt May?! AUNT MAY!

_It was too late, she closed her eyes and Spiderman felt her go limp as she died in his arms. Unable to say anything, Spiderman started sobbing, holding his aunt closely and completely forgetting that he wasn't alone. _

**Emperor Ming:** This is the fate of those who resist … they end up destroying themselves.

_Spiderman faced Ming and in another burst of rage, lunged towards him. But the Emperor merely used his powers to lift the grieving hero off his feet and propelled him backwards, sending him crashing out of the compounds entrance and collapse onto the ground. _

_Broken, beaten and in more emotional pain than anything physical, Spiderman laid down on his back and motionlessly looked up at the sky above. Suddenly a flash of light caught his attention and he could see in the distance, the Ranger 3, rocketing up into the sky from its hanger. Forcing himself to smile, he continued to watch as he could feel the dead eyes of Ming gazing down on him._

**Spiderman:** It doesn't matter … more will come … and then you'll have a fight on your hands.

_He felt his body being lifting up into the air on its own and then turned to face Ming upright._

**Emperor Ming:** It impresses me that you continue to have hope. You truly believe they will this world? No … my ship will blast them from the sky before they can reach orbit … watch.

_Spiderman continued to watch as the Ranger 3 sped further upwards into the sky, suddenly turbo-lasers from Mings flagship started to open fire on the vessel. For a while the Ranger 3 was able to outmanoeuvre their attempts, then suddenly another Mongo dreadnought came out of nowhere to bloke the ships path. It open fired on the Ranger 3 and managed to damage its outer hull, but the ship kept going. _

_Meanwhile the Emperors Reach fired a massive beam of energy from its main gun. It raced across the sky and engulfed the entire section of sky that the Ranger 3 and Mongo vessel occupied. As the beam disbursed, nothing was left of the two ships, only the smoking debris falling in their place._

**Spiderman:** NOOOOOOOOO!

_Ming let Spiderman drop to the ground and he franticly crawled over in the direction of the explosion. _

**Spiderman:** AVA! NO! AVA!

_It was gone, it was all gone. His world … his friends … his family … his wife … his child. Everything was taken from him in one single day, he couldn't believe it. The now completely broken Spiderman kept screaming his lunges out, begging that today never happened while the Emperor of Mongo smirked to himself and used his powers to knock Spiderman to the ground then walk over to him. Kneeling down and specking to him in a disturbingly soft voice._

_Emperor Ming: Remember this day, human and remember it well. After today, no one will ever again question my power. After today, your world will be held up as an example to all those who dare to defy the Mongo Empire. What remains of your people will beg for death and I … being Merciless … will not oblige._

_He stood back up and held his hand up towards Spiderman, readying to finish him off right now._

**Emperor Ming:** You on the other hand, have earned my attention for longer than most. So I will end your miserly now … goodbye.

_He was about to unleash a blast that would disintegrate Spiderman into atoms, but then all of a sudden he feels a gentle tug against his other arm. Ming turns his head to see his daughter Aura standing beside him._

**Princess Aura:** Father … don't kill him … please.

_She spoke in a soft, girly voice … the same one she used ever since she was a child and wanted something from him._

**Emperor Ming:** I cannot allow that my dear … he has sealed his fate.

_Aura then spun around in front of him and continued to butter up to him._

**Princess Aura:** Father, I want him.

**Emperor Ming:** You want this … human?

**Princess Aura:** He's been by far the most interesting creature on this back water world. And besides, you promised me that I can pick and choose anyone I wish from our concurred worlds … well I'm claiming him.

_She dropped the daddy's little girl act and gave her father a stern look, which he returned at first before softening into a smile._

**Emperor Ming:** I swear, my daughter, your appetites will be your undoing … and mine.

_He dropped his hand and began walking away._

**Emperor Ming:** You can have him … but he must earn his luxuries like all the others. Send him to the Pit, understand?

**Princess Aura:** Of course, father.

_The Emperor walked away, flanked by his Honour Guards and Lord Null, leaving Aura to sit down by the unconscious human and begin stroking him like he was her pet. The Emperors flagship began to move from its stationary orbit, allowing the rainfall to finally start drenching over the Island of Bangalla. Jungles burn across the Island, the stronghold of the Bpaa Thap now lies in ruins, and the corpse of fallen heroes and villains, who fought bravely in the defence of Earth now litter the ground. _

_This would be remembered as a dark day for times to come. When the mightiest of Earths heroes failed the people of Earth. Dark times lie ahead as the God-Emperor Ming the Merciless flaunts his victory against the people of Earth to the rest of the galaxy. No other will challenge his dark power, his dark empire … his Dark legacy. _

**To be Continued...**

* * *

**A/N: Comment And Review**

**(Prosp88) Hope you guys enjoyed this last action packed week? Now in regards to its ending, please allow me to explain before you bring out the torches and pitchforks. I had the entire story planned out long ago, but it soon became clear that this was turning into a long, long, long, long story. So I've decided to split it into two parts to make it easier on everyone ... especially me. Not joking guys, I'm needing a break. So don't expect part 2 of this story to be out by at least a few months. But there's still and Epilogue to come, then after that ... consider me on vacation. **


	40. Epilogue

**DISCLAIMER: I DO NOT own Ultimate Spider-Man or any related characters, Spiderman Noir or Pulp era characters and themes. Everything belongs to Marvel, Disney or Dynamite Entertainment ... apart from the story. **

**In short; I don't own anything in this story.**

**This is just for fun.**

**Enjoy**

* * *

**Epilogue**

**Milky Way Galaxy**

_In the emptiness of space, there is an eerily calmness; Stars shine brightly, pockets of gases slowly envelope around planetoids and asteroids race across in different directions. But suddenly that calmness is shattered as a battered and beaten star-ship emerges from hyperspace to drift slowly across the void. Recently escaping the clutches of the Mongo fleet; the Ranger 3 is in desperate need to make repairs if it hopes to continue on with its mission … the liberation of the planet Earth and its people from the Mongo Empire and its tyrannical ruler … Ming._

_On the bridge of the Ranger 3, its captain; William "Buck" Rodgers coordinate with his first officers and the vessels A.I. on their present course. _

**Capt. Rodgers:** Report.

**Theo: **_"It appears your plan worked. But Captain, next time you decide to engage the Ranger 3's hyper drive in a low atmosphere orbit while under constant fire from enemy vessels; please allow me at least little time to perform the regulated checks and calculations before … as you humans would say; throw cautions to the winds."_

**Capt. Rodgers:** It worked didn't it?

**Theo:** _"I calculated a 00000000.1% in favour of surviving a blind jump with such high risk factors. Please reframe from a similar decision for future reference."_

**Capt. Rodgers:** Consider your opinion noted … now run a full diagnostic of our systems.

_From his command chair, he looks ahead to the ships helmsmen; Lieutenant Wilma Deering, a surviving S.W.O.R.D. officer and pilot. _

**Capt. Rodgers:** What's our present course, helmsmen.

**Lt. Deering:** Sir, after that blind jump, it's difficult to tell. Right now all I can say is that we're beyond the edges of our solar system. With a little time, we can pinpoint our exact location.

**Capt. Rodgers:** Theo … Ship status?

**Theo:** _"Shields complete depleted and we're venting atmosphere due to severe hull damage."_

**Capt. Rodgers:** Seal off all affected decks and get repair crew down there on the double.

**Theo:** _"Affirmative Captain."_

_Buck activates the ships intercom and puts himself threw to his head of security; a mysterious alien of unknown origin … Twiki._

**Capt. Rodgers:** Mr Twiki, send someone to check up on our "guests" and escort them to the bridge … make sure to bring them some barf bags just in case too.

**Twiki:** _"Yes Captain, I'll have Anthon do as you command."_

_As Buck closed the intercom, the ships computer once again requires his attention._

**Theo:** _"Captain, I detect one of the primary engines is dangerously close to overheating."_

_Buck once again opens his intercom._

**Capt. Rodgers:** Hey Scotty, hope things aren't getting to hot down there?

**Agent Joe:** "…. Get it up you … Captain."

* * *

**Credits**

**Author**

Prosp88

**Cast**

Spiderman/Peter Parker

White Tiger/Ava Ayala

Powerman/Luke Cage

Iron Fist/Danny Rand

Nova Prime/Sam Alexander

Director Nick Fury

Agent Phil Coulson

Mary Jane Watson

New Goblin/Harry Osborn

The Shadow/Lamont Cranston

Swift Cloud/Jacali (Jackie) Kane

Green Hornet/Luke Reid

Mulan Kato

The Rocketeer/Cliff and Sarah Secord

The Phantom/Kit Walker

El Zorro/Eduardo De La Vega

Madame Web

Emperor Ming the Merciless

Princess Aura

Viceroy Krytis

General Kala

Grand Admiral Nemsis

Lord Null

_A special thank you to all my readers for their ideas and suggestions, and for your supported, sticking with me throughout this adventure, it is because of every single reader here is the reason I plan to continue on._

* * *

**The Emperors Reach – Earth's orbit**

_In the grand throne room, the Emperor of Mongo sits and waits in anticipation. After his successful conquering of the back water world known as Earth, Ming had originally planned to return to his subjection of the rest of the cosmos. But that was until something else was brought to his attention. During a conversation with his daughter, the Princess had begun bragging about the new additions to her trophies, including those she acquired beforehand. It was then that Aura had mentioned a particular set of trophies she acquired from the mad titan Thanos. _

_It had been sometime since he ordered her to bring them to him. Only now do the doors of his throne room open and in walks Princess Aura, accompanied by War-Chiefs Vultan and Jugrid, each carrying a small chest. The Princess leads them over to the steps leading up to the Emperors throne and both War-Chiefs bow to their master before holding the chests they carry up towards Ming._

**Princess Aura:** I have brought what you have requested, father.

**Emperor Ming:** Open them … let me see them!

_His daughter obeyed, opening up each chest and taking out their respected gems and bringing them up to show her father._

**Princess Aura:** When you tasked Lord Null and myself to find a way to open the rift further, I began searching in secret for leads. I then heard stories of magical gems that possess great power. I managed to track down these two and take them from their previous possessor.

**Emperor Ming:** And afterwards you chose to keep them for yourself before bringing them to me?

**Princess Aura:** What can I say father, I was thinking of making a neckless from them…

**Emperor Ming:** Foolish child!

_He stands up from his throne sharply and grabbed them out of Auras hand. Suddenly the stones began to glow and levitate in his hands and Ming smiles down at them._

**Emperor Ming:** Tesseract and Aether.

**Princess Aura:** What did you say, father?

**Emperor Ming:** These are much more than mere magical gems, my daughter. They might just be the key to everything … they key to my freedom.

_Puzzled by his remarks, the Princess watched as her father started laughing maniacally. Every guard around them shift uncomfortably as Ming's laughter echoes throughout the throne room. Whatever it is that has appeased their master, all they know that it won't hold well to the rest of the unfortunate galaxies._

**A/N: And on that men, women, children of all ages is a wrap. Keep an eye out over the next few months for the next instalment … the final conclusion to this saga.**

**Thanks **


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